Initiative 2028
by shanejayell
Summary: A look to the future of the Marvel Universe! In a much darker age, can any hero survive with their honor intact?
1. Punisher

Disclaimer: I own none of the characters from the Punisher, they all belong to Marvel Comics.

Punisher 2028: Inheritance

Sarah O'Brian smiled a little sadly at her aunt, reaching out to hug her as the reddish brown haired young woman said, "I'm sorry, but I have to do this."

"I should never have told you about your father," her aunt sighed softly.

Sarah smiled down at her gently, "But you did." She took a deep breath, "All I want to do is make my peace with it all... and to me that means going to New York for a while. I'll phone and write, I promise."

"Be careful," she urged the young woman as her aunt watched her go.

Sarah climbed into the jeep and headed east, even as she reflected on the events that had lead her there. Adopted into a foster family Sarah had grown up restless, despite the best efforts of her family she always looked for something more. Making contact with her biological aunt had helped, but she also wanted to know her parents.

For a long time her aunt simply told Sarah that her parents were dead, but refused to reveal more than that. On her own Sarah began to dig, eventually finding her aunt's Punisher scrap book, as well as realizing her short childhood disappearance coincided with a appearance by the Punisher in their region of the United States.

Confronting her aunt Sarah eventually got the story out of her, of how her mother Katherine had worked with the Punisher in a foreign land, gotten pregnant by him and then ultimately choosing to have the baby. As a child Sarah was kidnapped by the Punisher's enemy Barracuda, who attempted to use her in a revenge plot but was rescued by him and returned to her foster family.

The next days were a blur of roads, motels and driving as she headed to the home of the Punisher, the city of New York. In the years following the Fifty State Initiative the US was probably a safer place to live in, but also a less free one. If you wore a costume you'd better have a licence, or you'd face jail time and the possibility of a capekiller police unit gunning you down.

Parking her jeep at a downtown parkade Sarah got her bearings, then began to tour the city. During the bad old days you couldn't walk down the streets of Times Square without fearing being mugged, but Sarah safely made her way, imagining what it must have been like being the Punisher, facing crime with just a gun and his skills. Secretly she fingered the pistol in the inner pocket of her jacket, snuck from her aunt's home months ago and carefully tended till now.

Finally Sarah picked up her jeep and made her way to a graveyard she researched, finding the tombstones just as she had pictured them. Maria, Frank Jr and Lisa Castle, lined up in the sunlight as Sarah stood looking at them, her expression thoughtful. There was no stone for Frank Castle, but he was widely believed to be dead, killed in his crusade against crime.

'Is this why he did it?' Sarah wondered, 'Did their deaths send him over the edge? But if that's so, why did my mother do similar things...?'

"Miss?" a voice made her turn around sharply, seeing a youngish looking police officer gazing at her questioningly.

Sarah stopped herself from reflexedly going for the pistol she carried as she replied respectfully, "Just paying my respects, Officer."

"Whitman," the woman said, "Penny Whitman." She smiled wryly, "We police keep a close eye on this plot, for obvious reasons."

"I'm Sarah O'Brian," she introduced herself. "You can't still be looking for Frank Castle," Sarah said, faintly surprised.

Penny shrugged, her blonde hair shimmering in the light of the setting sun. "They never found a body," she pointed out reasonably, "the Punisher could still be out there."

"He's just a man," Sarah said after a moment, "by now at least a seventy year old man."

"Maybe," Penny agreed, "but he's the last big unregistered, not to mention a bit of a legend. If someone catches him, their career's made."

Sarah felt a mix of amusement and disgust as she asked, "So you're staking out his family's grave?"

Penny looked sheepish, "Got to start somewhere."

Deciding she had talked enough Sarah took the flowers she had bought earlier and set them down, taking a moment to offer a silent prayer. As she walked away she realized that Penny was following her and asked, "Yes?"

"That jeep out there, it's yours?" Penny asked as she walked gracefully beside her.

Sarah wondered where she was going with this as she repeated, "Yes?"

"I noticed the out of state plates," Penny noted, "do you need a hand finding somewhere to stay? It would be illegal to sleep in your vehicle, you know."

Just then one of the Scarlet Spiders swing by, the red and gold armored standard bearers of the Initiative program. Every major city had at least one of them, a specially trained soldier equipped with Stark Tech armor that simulated the abilities of the former adventurer Spider Man.

"Every time I see one of those, I wonder where the original went," Penny murmured as they walked down the path.

"Oh?" Sarah looked at her curiously.

"I didn't mean to say that out loud," Penny admitted wryly. After a moment she added, "My mom knew the original, even wanted to name me after him."

"I don't know if Peter would work as a girl's name," Sarah sounded amused.

"Thankfully my mother realized that in time," Penny agreed as they passed through the gate and walked over to Sarah's jeep. She paused, nervously, "Do you need any help?"

"I've got some money and a hotel in mind," Sarah reassured her, "I'll be fine."

Penny took out a business card and wrote something on the back before she passed it to Sarah, "If you do need help, call me."

Sarah took it, feeling a odd tingle as their fingers brushed. 'Is she flirting with me?' she thought as she said mildly, "Thank you."

A faint blush colored Penny's cheeks, "Have a good night."

Watching Penny go Sarah felt a mix of amusement, attraction and mild annoyance. Getting bacvk in her jeep she didn't go to her safe hotel, instead she found herself driving aimlessly, Occasionally stopping at places she remembered from her research on the Punisher. The place he killed fifty mafioso, where he gunned down the Kingpin and a dozen odd moments.

Sarah stood on the street, imagining a moment as she reached into her jacket and fingered the gun. Could she do something like that? Shoot down a man in cold blood for the crimes he had committed, not waiting for a judge or jury? Sarah could barely comprehend that mind set, the capability to take the law in your own hands.

"Stop, thief!" a woman's voice yelped, sending Sarah moving instinctively. The young man grabbed the lady's purse and had bolted, pelting off down the street at a breakneck pace.

'Shit,' Sarah found herself moving before she knew it, racing off with the speed of a natural athlete. Cutting across the road Sarah intercepted him, tackling the mab and sending them both crashing to the ground.

The boy recovered faster, pulling a knife from his pocket as he cursed. "Bitch," the brown haired boy glared at her, "gonna cut you, bitch!"

Part of Sarah had the urge to pull the pistol out and start firing. She knew the city wouldn't miss a subhuman like this, and her finger almost itched to try to pull the trigger. Yet somehow it didn't seem write as she watched him warily.

"I can bet you there's already a Scarlet Spider on the way," Sarah found herself saying calmly, "and that lady's yell caught people's attention. You hang around, you're going to jail. You run, you might just get away." His eyes drifted to the purse he dropped and she added firmly, "Don't even think about it."

The thief hesitated a moment, then picked himself up and bolted, yelling a curse at her as he did so. With a sigh Sarah picked up the purse and walked back to the lady, who smiled greatfuly and said., "Thank you, miss."

"You're welcome," Sarah smiled back even as in a flash of red and gold a Scarlet Spider swung by between the buildings.

"Incredible," the other woman blinked, her black hair falling in ringlets around her face.

"Looks like I guessed right," Sarah mused as the Spider swung into a alley, soon returning with a bitterly cursing punk.

As police cars roared in Sarah blinked as a familiar figure emerged from a squad car. "Sarah?" Penny blinked in surprise.

"I was in the neighborhood," Sarah said casually.

The victim's statement was taken, the criminal was bundled off and a senior officer scolded Sarah good naturedly. Still, they mostly seemed happy as they escorted the victim home, leaving Sarah and Penny alone on the dirty street.

"I knew I should have taken you to a hotel after the graveyard," Penny said after a moment, "strangers to New York always seem to get in trouble."

Sarah put her hand on her hip and gave Penny a look and pointed out, "I thought I saved someone from trouble?"

A slow smile teased Penny's lips as she said, "Same difference."

"So, what do we do now?" Sarah wondered aloud, "Do I have to go downtown and give a statement?"

"The Scarlet Spider's sensor data should do it," Penny reassured her. They hesitated there a moment then Penny flashed her a smile, "I'm going off shift soon, care to share a coffee?"

Sarah smiled back, having reached a decision without really realizing it. "I'd like that," Sarah smiled at her warmly.

Penny blushed charmingly once more. "Could you follow me back to the station?" she asked, "Then we can go in your jeep, if you like."

"Let's go," Sarah grinned.

'I should get rid of the gun,' Sarah mused as she climbed into the jeep. If confronting the purse snatcher had shown her anything, it was that she wasn't like her parents. She understood the impulse to kill, certainly, but it didn't control her actions. Whatever made a man like Frank Castle become a Punisher, she probably didn't have it...

End

Notes: Based off modern canon and assuming the Fifty States Initiative etc etc. stays as part of the Marvel U. Sarah is a canon character, btw, she was introduced in Garth Ennis' Punisher Max series as Frank's daughter with a mercenary fighter.


	2. US Agents

Initiative 2028

US Agent

The TV host smiled as the camera zoomed in on her, her red hair falling into her eyes as Maya Hawk said, "Joining us today on 'Meet the Neighbors' is america's number one heroine and Initiative spokeswoman, Miss America!"

"Thank you," the brown haired woman strode from the shadows, dressed in a red and blue costume with a us flag shield on her chest, "glad to be here." A red cape swirled around her, giving her a majestic feel under the bright lights of the studio.

"It's a honor, Miss America," Maya said as she lead her over to the couches where she chatted with starlets and news makers. She was what some might call busty but Maya preferred 'well endowed' with nice hips and bust. 'Much like she is,' Maya found herself noticing.

"Call me Barbara," she smiled warmly then winked, "or if you want, Bucky."

Maya chuckled softly, sitting down carefully so her short skirt wouldn't reveal too much. "Most of America knows your heroic story," she said as she casually addressed the heroine and her audience, "but could you summarize?"

"Of course," Barbara smiled. "My mother was a AIDS infected hooker who encountered Jack Munroe, the Nomad," she revealed, "who took care of me as a child until leaving me with Giscard Epurer and apparently dying. In honor of him I took the name Barbara Munroe when I reached adulthood, and enrolled with the Initiative."

"Where you've become one of the country's greatest heros," Maya said as images of the popular heroine in action appeared on the view screen behind them.

"I wouldn't go that far," Barbara smiled back at her as she added cheerfully, "but thanks for saying that."

"You hold down a position with the Patriots, Washington DC's superhuman team, speak for the Initiative and also act as a solo heroine," Maya noted admiringly as she asked, "where do you find the time for all that?"

Barbara winked, "Oh, I manage somehow. It's mostly a matter of prioritizing my commitments, like most successful people."

Maya shifted a bit in her seat, her voice dropping a bit as she added, "And you're not dating anyone? No new men in your life?"

"Who has time?" Barbara laughed, winking.

The interview continued on as they discussed the charity work they shared and other topics, eventually running down as the final questions were asked. After bidding her audience a hearty farewell the director yelled cut and it was over.

Maya ran a hand through her hair, messing up it's carefully made look and seeming much more casual as she smiled, "Good interview, Miss Munroe."

"Thank you," Barbara smiled back, "and I meant it when I said you can call me by name."

"Thanks," Maya smiled as she unclipped her microphone, the two leaving the stage set and heading into the hallways behind it, "many public figures say one thing while on camera and another off-screen."

"I know how that feels," Barbara chuckled softly. She looked over at Maya, "And thank you for not pressing on the dating question."

Maya chuckled, "It's a question I have to ask for the public's sake, but like most insiders I know the score."

"I wish my public relations people would just let me come out," Barbara said wryly, "but they say that America is not ready for a lesbian superheroine."

"Probably the same PR people who keep saying I can't be too out too," Maya agreed with a sly wink.

That got a laugh from Barbara as she said, "Maybe we can... talk about it some time?"

"I'd like that," Maya smiled as she rested a hand on the taller woman's arm. "Are you busy tonight?" she asked.

Barbara looked apologetic, "I'm kind of wrapped up in a case... can I call you?"

"Please," Maya grinned as she handed her a business card and watched as the beautiful woman climbed into her waiting car.

Barbara looked at the card and slipped it into her pocket even as she tapped on the window separating her and the driver. "Take me to the airport," she ordered, "least time trip, please."

Several hours later and half a world away, a very different looking woman prepared to go into action. She wore mostly black, a simple bodysuit that covered her from head to toe. The only splashes of color were her red boots and gloves, along with the red and white triangular flag on her chest.

"US Agent," the pilot said over the speaker in the attack helicopter they rode in, "we're nearing the drop zone."

"Maintain a safe height," US Agent slid the hatch open, "and make sure to be at the pick up point on time."

"Do you want me to descend...?" the pilot asked.

"No need," US Agent replied as she casually threw herself out of the copter over a hundred feet from the target zone.

"You maniac!" she heard the pilot yelp even as she began to fall.

US Agent spread her arms, feeling the invisible web of cloth billowing out from the suit's back, slowing her fall. The latest in commando gear the parachute was virtually invisible and would dissolve into nothing once it released. At twenty feet from the ground she released the chute and finished her fall, hitting the earth in a ball and rolling to a stop.

'Thank goodness I'm tougher than a normal human,' US Agent thought, standing and looking around her warily.

They weren't that far from the United States, on a island just outside their borders. Off in the distance the shadowy shape of a mansion rose up against the stars while fields of poppies grew all around. The drug cartels own the island and had been a thorn in the government's side for a few years now... a thorn that was about to be messily plucked.

Keeping to the shadows US Agent advanced towards the building, watching for the guards patrolling the edges of the poppy fields. Silent as a ghost she crept up behind one, covering his mouth before he could cry out. With superior strength she yanked him backwards out of direct line of sight then with a simple pull of her arm broke his neck.

'One down,' US Agent thought, picking up his semi-automatic rifle. Not that she really needed it, but it was better to have it than risk a enemy using it on her. Weapon at her side she advanced towards the house, killing any sentries she found.

The house itself was better fortified, with spotlights on the roof and men in position around it. The old ranch house looked ready for war, or at least a pitched battle. Hiding in the scrub US Agent took aim carefully with her borrowed rifle, killing the lights with two shots.

"Intruder!" a voice yelled out a alarm as guards scrambled to act, but US Agent was already on the move.

Racing up to the house US Agent leapt at the two guards, taking one down with a blow to the chest that stopped his heart, Then using the dying man as leverage she threw a kick at the other, sending him crashing into the wall with a bloody splat. The heavy oak door broke down like bad plywood as she advanced into the front hall, unslinging the rifle and gunning down the guards racing at her.

"Get to cover," a older man yelled from the upper floor, waving his men into firing positions above her, "quickly."

"Senor Garcia?" US Agent called.

"Yes," he answered, his bushy mustache moving up as he scowled at her.

"If you want to keep casualties down," US Agent said coldly as she used the hall closet for cover, "surrender now."

"You can't seriously expect to defeat us all," Garcia sniffed.

"On your head, then," US Agent sighed as she dug her fingers into the wall and ripped out a piece of it. With a smooth gesture she hurled the chunk of wood and plaster, scattering the surprised guards.

"Look out," Garcia snarled as he shoved another man out of the way, "she's not human!"

"I resent that," US Agent said coldly as she ran forward, firing the rifle once more. This time she got lucky and Garcia went down in a spray of blood, his allies deserting him once they saw him fall.

As US Agent strode up the steps towards Garcia he turned his head, looking at her with eyes cloudy from coming death. "Why...?" he managed.

US Agent looked at him a moment then shrugged. "You're importing too many drugs into the States," she knelt down beside him, "and channeling the money to people not very friendly to our interests. You had to expect someone to take steps."

Garcia coughed as blood welled up around his mouth, "So what now?"

"Now you die," US Agent rose and readied the gun, "and this whole plantation with you." With that she fired once then walked through the house, thankful there were no wives or children there. She could kill a child if she had to, she'd done it before, but it was distasteful.

Not long afterward fuel stores for farm machinery were used to st the poppy fields and the house ablaze, the red glow lighting up the night. US Agent watched it burn from a nearby rise, the location she had arranged to be picked up. Right on time the chopper descended and the Agent climbed aboard, slumping tiredly on the bench in the back.

"Mission accomplished I see," the pilot said as they took off the island and back to the carrier out at sea.

"As always," US Agent sighed as she pulled off her mask. Barbara Monroe looked at the black cloth, wondering how many people would believe wholesome Miss America was also the lethal US Agent. Not many, which was why it made the perfect cover.

To be continued...?


	3. XCalibre

X-Calibre

Being a mutant was dangerous in 2028, even after the miracle event had restored the mutant population. Many had fled the United States to countries that welcomed mutants, while others flocked to California and the offer of sanctuary.

Sanctuary, however, is a fleeting thing.

"Damn it," Moonstar cursed as the black haired teacher opened fire with twin pistols, "they're coming over the walls!"

"Surrender to the Initiative," the black masked man demanded, "Team Nomad promises to treat you humanely!"

"Bite me!" Ruby Summers cursed as the organic ruby woman blasted him back with a optic blast. She touched the communications device she wore, "Old man, where are you?"

Logan chuckled as he slashed through a soldier, sending him staggering into one of the energy projectors trying to bring down the California shield. "Taking care of business," he answered gruffly.

"And the rest of X-Force?" Ruby demanded as she blasted a flier out of the air.

"Doing what comes natural," Logan said simply.

Laura Kinney aka X-23 stalked silently through the desert to the outpost, dust, mud and dirt disguising her from sight. She crawled forward on her belly through the shrubs, reaching the point she wanted and listening to the men in the tent.

Alec Pym scowled as the blonde man said, "We have to break through!" He looked a bit worried, "President Richards is getting impatient." Unlike the others in the room he only stood about four foot tall, believed due to exposure to size changing forces before birth.

"Valera will just have to wait," Sasha Martin answered firmly, the woman known as Southpaw studying the map spead out on the low table before them. "We've got to push in from the sea," she pointed with her gauntleted hand, "it might be weaker there."

"Let me go in," Armory offered, the black haired woman smiling coldly, "my Tatigon can adapt a way to break through."

"No," Alec said as he shook his head firmly, "you're our weapon of last resort. We only use you if everything else fails."

"As you wish, sir," Armory sighed.

Laura touched her earpiece, "You got all that?"

"Indeed, cub," Namor the Submariner replied as he swam with incredible speed off the coast, "consider the Sentinels dealt with."

"My god," Viewfinder murmured as the young man used his mutant gift of telescopic vision to watch the action, "he's generated a massive undertow to pull the Sentinels out to sea and now he, Merrina and Aqualung are smashing them underwater!"

"Yes!" Ruby smiled as she received reports of her teams driving the Initiative members back. "I think it's time to speak, sir," she said formally over the radio.

Scott Summers and his wife Emma Frost-Summers stood in a TV studio, the cameras waiting. Kitty Pryde sat at the controls, "Okay, Professor, we're bouncing the signal off multiple satellites, they won't know where it's coming from."

"Good work," Professor Xavier answered, watching his two students thoughtfully.

"Ladies and gentlemen of America, this is Scott Summers, the governor of the state of California," Scott said gravely. "I am sad to report that the federal government has illegally attacked our state, attempting to depose our freely elected government."

"Oh crap," Alec breathed out as they watched the broadcast in horror.

"Despite claims of a fixed election," Emma added coolly, "we willingly submitted to power dampers in a re-vote and still won."

"Clearly, any claim we are not the legitimate leaders of California are false," Scott concluded, "and we ask the American people to respect the democratic rights of the people."

"We call upon President Richards to call off her army," Emma continued, "or we will not be responsible for the consequences."

"And done!" Kitty nodded as the brown haired woman cut the connection. She smirked, "We just cut into television nation wide... I wonder how they'll take it?"

"Probably not well," Scott sighed, silver threading through his still thick brown hair,

"I'll relay commands to the teams to stay alert," Xavier noted. "Should X-Force attack?"

"No," Scott shook his head firmly, "not until we hear back from Richards at least."

Outside, Ruby nodded as a steel skinned woman neared. "You okay with working with Xavier, Danger?" she asked.

Danger, the sentient heart of the Danger Room smiled wryly, her now much more human face capable of great emotion coupled with a insanely powerful robotic shell. "I no longer hate my creator," she revealed to the younger woman, "I merely pity him now."

"Pity?" Ruby looked surprised.

"He cannot change his programming," Danger revealed as they watched the Initiative soldiers milling about in confusion, "I have."

Meanwhile, in Washington DC there was a certain amount of conflict in the White House. "All right," Valera Richards scowled as the attractive blonde looked around the room, "how did they broadcast without you stopping them?"

"It's possible they had assistance from the renegade Tony Stark," Henry Peter Gyrich said flatly from his wheelchair, then the redhead added, "or it might be because of Kitty Pryde or that techno creature Danger."

"Either way," Shinobi Shaw said as the Asian man looked out at the white house lawn, "they got the word out in a way we can't ignore."

"True," Valera conceded with a sigh.

"We can still win," Gyrich said as he rolled to her desk, "let me mobilize US Agent and the Shadow Initiative, they can..."

"No," Valera shook her head then looked over at Shinobi, "I'm sorry, Mr. Shaw, but I'm going to have to break our agreement."

Shinobi nodded, his expression only mildly annoyed. "I understand," he nodded, "our scheme would only have worked if the public hadn't known."

Gyrich looked appalled, "You two had a deal?!"

Shinobi ignored that as he added, "I will, of course, have to pull my Sentinels from your forces, then."

"Understood," Valera nodded, "but I hope we will be able to do business again."

"I'll look forward to it," Shinobi bowed before leaving the room.

SHIELD agent Camilla Black frowned as she listened to her earpiece, "Apparently, mutant enclaves across the country are rioting." She smiled grimly, "SHIELD head Maria Hill thinks we need to take steps asap, ma'am."

"I'm not surprised," Valera sighed.

"How could you make that kind of deal...?" Gyrich still sounded stunned.

"Very easily," Valera shot back, "we needed to bring California back under control, and Shaw wanted revenge on the X-Men. It was a win/win for us both, until your Initiative army screwed the pooch."

"We didn't..." Gyrich started.

"I need my speech writers," Valera turned to stride away from her desk, "we need a 'sorrow, not in anger' type of speech!" She paced, "We won't admit to being at fault, but instead say that... mistakes were made, just not by me."

"Got it," her minion said as Jessica Hudson hurried after her, "are we recognizing California?"

"Got to," Valera answered with a irritated shrug, "after that announcement they've pushed me into a corner."

Back at the Initiative they watched as their president went on the air and called the whole war off. "I sincerely apologize for overzealous members of my administration who took it on themselves to stage the attack on California."

"You've got to be kidding me," Armory yelped, "she was the one who briefed us on this whole operation?!"

Alec shook his head, "If she takes the blame she could be impeached. This way she saves her part and herself too."

"You sound like you expected this," Southpaw sighed.

"Expected, no," Alec shrugged, "but I wasn't surprised, either."

Laura received the pullback order and slipped away, mildly regretful that she hadn't had to kill them all. 'Well,' she thought as she snuck through the region run by the Initiative, 'I suppose there's always next time.'

AS the forcefields went down a cheer went up, echoed by a louder one as cyclops arrived. "We've won," he cautioned them, "but this is just our first battle here. But if they attack again we will prevail, and I swear to you... WE SHALL BE FREE!"

The roar this time could even be heard out in the Initiative camps as the soldiers fled.

To be continued...


	4. Politics

Politics and Strange Bedfellows

Valera Richards sighed as the blonde haired woman looked out at the white house lawn, seeing a Iron Patriot class armored sentry standing watch out on the grass. She looked over at Jessica Hudson and asked, "Don't they worry the suits are based off Stark-tech? He could explode it, or something."

"I know, that's how he took out Norman Osborn way back when," Jessica agreed, the older woman pushing her red hair back from her face, "but after that we went through Ezekiel Stane to produce the suits."

"I'm not sure I trust Zeke much better," Valera noted wryly.

"Ma'am, it's nearly time for your meeting," her personal assistant called as Mercy Gold-Jenkins walked in, her brown hair tied back in a simple ponytail. The daughter of the heroine Songbird Mercy was very familiar with the superhuman world, and capable of dealing with the oddness often involved.

"Thanks, Mercy," Valera agreed as the three walked out of the oval office. "How's our media rep handling the California situation?"

Jessica shrugged, "Molly Hayes is continuing to go with the 'we regret the actions of over eager officials' line, ma'am."

"Molly's such a popular heroine people will buy it," Mercy noted, making a face.

"Don't knock it," Valera said to them, "it works." She sighed, "Too bad Molly's such a good girl... I'd like to bring her into the inner circle, but there's just no way."

The three women reached a set of double doors, the security officer waiting there giving a respectful nod as he opened the door. Within was a dimly lit room, dominated by a large round table in the center and walls lined with what looked like armored plate. Around the table several figures waited, some patiently and others not.

Ezekiel Stane was the current minister for technology, a brown haired cyborg who grafted exotic technology to his own body. Much of the cybernetics used by the Initiative was based off his designs, as well as producing the Scarlet Spiders and Guardsmen. While a invaluable resource he was remarkably amoral, seeing little problems with the use his designs were put to.

Henry Peter Gyrich was the oldest man there, pushing sixy, and he drummed his fingers on the handle of his wheelchair. The redheaded man had headed the Initiative years ago when it was first founded, and had been called back when Valera won the Presidency. Despite this he was a angry, impatient man who seemed unable to see his good fortune.

Kristoff Vernard-Doom sat comfortably in a chair, his dark brown hair falling into his eyes, A bit older than Valera he cut a handsome figure in a three piece suit, but there was something cold in his eyes. Possessed of some of the knowledge and memory of Victor Von Doom he was dangerous, both to his foes and occasionally to himself.

Phoebe Sublime was the last of the inner circle, a blonde haired woman with a eerie resemblance to Emma Frost. She was a telepathic clone of Emma's grown to adulthood, originally intended to serve as part of a plot to destroy the X-Men. While she and her sisters defeated that plot, Phoebe ultimately decided to strike out on her own.

"Henry," Valeria walked to her usual seat and sat down, activating her computer as she asked briskly, "what's the status of the California uprising?"

Pressing his lips together in annoyance Henry conceded, "They've effectively kicked us out of California with their media stunt." He straightened his tie, "Any attempt to bring Initiative teams in will be read as hostile by the public."

"How about your much boasted Shadow team?" Kristoff asked mildly, his smile teasing as he turned a glass of wine about in his hand.

"They're good," Henry snarled at him defensively, "but they can't take on a whole army of stinking mutants."

"I resemble that remark," Phoebe smirked, sipping her coffee.

"He's got a point," Ezekiel reluctantly defended the man.

"Hmm," Valeria didn't look too satisfied but let it go for now. "Phoebe, what do you think they'll do next?" she asked.

"I see two likely options," Phoebe tapped a nail against the table, her stylish dress nearly spilling out her breasts, "either they'll prepare for a siege or bug out, possibly to new Genosha,"

"Why bug out when San Francisco is welcoming them with open arms?" Jessica asked, looking confused.

"Mutants have a strong guilt complex," Phoebe pointed out, "they don't want to see innocents hurt by being around them."

"Any signs they're leaving?" Valeria wondered.

"Ezekiel and I have the region under satellite monitoring," Kristoff noted coolly, "so far there's no signs of a exodus."

"Too bad," Mercy muttered, "it'd make our lives easier. Any chance the Supreme Court might overturn the election?"

"Head Justice Jennifer Walters wouldn't stand for it," Valeria sighed. "Which is too bad, considering we could buy or blackmail the others...."

"And we can't remove Judge She-Hulk," Ezekiel agreed, "god knows we've tried."

Henry sighed, "Be careful what you say, people. This kind of conversation is how they brought down Nixon."

"Who?" Jessica looked confused.

"Kids these days," Henry sighed.

"We know who president Nixon was," Kristoff shook his head, "she's just jerking your chain."

Shaking her head wryly Valeria sighed, "Anything new on the Avengers?"

Ezekiel shrugged, "Stark's hidden their base of operations too well. I can't find them by satelite, and I understand Kristoff's magic is batting zero too."

"Indeed," Kristoff agreed, "while my skills of magic don't match Doom's they are quite potent, yet I remain unable to find their base."

"And you can't backtrack them?" Phoebe asked.

"They seem to use some kind of teleport technology," Ezekiel admitted, "they just appear on my scanners out of nowhere."

"Or they have better cloaking tech," Henry pointed out.

"No one has better technology than me," Ezekiel turned towards Henry, his eyes flashing with sudden fury as his fingers began to glow dangerously.

"No, wait...!" Henry yelped as he tried to roll backwards from the table and away from his furious gaze.

"Don't blast him," Jessica said as she put her hand on Ezekiel's shoulder, "it's so hard to get the mess out of the carpet."

"She's right, dry cleaning is such a chore," Phoebe said casually.

Ezekiel's lips twitched in a reluctant smile, "Point taken, ladies." He looked at Henry, "Remember your life was saved by two women making me laugh."

Valeria sighed in relief, glad she wasn't going to have to step in to save Henry from certain death. If it came down to who was more important, the politically cagey Henry and the mad savant Ezekiel, she'd have a hard time deciding who was going to go.

"Thankfully, I have some good news," Mercy noted as she checked her PC, "one of the initiative teams brought in Songbird's Thunderbolts." She said it perfectly calmly, not even acknowledging they were related.

"About time," Kristoff laughed, "they've been making fools of you since Osborne's day."

"Did it happen publically?" Valeria asked. As Mercy nodded she laughed softly, "Want to bet Songbird will play if for all the good publicity it's worth? It's too bad she won't work with us, she'd be damn good."

"At least she's off the street," Jessica sighed. She smiled, "Maybe we can stick her in the Cube and throw away the key?"

"So, the Thunderbolts are finally down," Ezekiel noted, "and the other renagades? How about Counter Force, the Secret Avengers and the others?"

"For that matter," Valeria sighed, "where's Daddy dearest? Where is Reed Richards and his Fantastic Four?"

"I can't find them mentally," Phoebe admitted, "though he routinely psi-shields his bases, just in case."

"Nor do they appear to be at Four Freedoms Plaza or any of their other bases," Kristoff reported the results of both his and Kristoff's searches. "I even checked with Doom, he hasn't found them either."

"Could Doom have them captive in his castle, hidden underground or somewhere?" Jessica asked them reasonably.

Kristoff actually laughed at that thought. "No," he shook his head, "if Doom had them he would put them on trial for the world to see."

"We need to find them," Mercy said quietly, "because when they find out what you did to Franklin Richards, they'll do everything they can to stop you."

Valeria nodded slightly, "Which is why we have to get them first."

To be continued....


	5. Thunderstruck!

Initiative 2028  
Thunderstruck!

As the Initiative under President Valeria Richards moved to secure their control of the United States their attention turned to Asgard. The mythic home of the Asgardian Gods had been transported to the state of Oklahoma after the rebirth of the gods, and they had settled into a somewhat quirky relationship with the people there. Feeling there was too much risk in allowing the Asgardians their freedom, Initiative forces attacked the floating island.

They lost.

Thor, realizing that Valeria would not allow such a force resisting her to continue to exist, reluctantly moved Asgard away from the innocents to one of the most inaccessable places on earth, high in the Rocky Mountains. There, the Asgardians wait, but the legacies and artifacts of their people remain to touch on the mortal world.

Doctor Jane Foster frowned as she leaned on a battered wooden cane, meeting the soldier's eyes defiantly as the brown haired woman demanded, "How long are you going to keep me here?" Here, in this case, was a Initiative base in Washington state, not too far from the city of Seattle. The meeting room wasn't a cell but the lack of windows, a locked door and armed security guards kept them inside.

The young man dressed in Stane-tech riot gear kept his face forward, staring at the wall ahead as he said, "I'm sorry, ma'am, I haven't been told."

The riot gear he wore was a suit of light, powered armor modeled after the equipment worn by street hero Night Thrasher, providing a armored shell, some strength enhancement and onboard weapons. The fact that the outer layer of armor was painted black gave it a ominous air, one that even Jane noticed.

Nearby Samantha Parrington scowled, the young woman looking at the guards angrily. "If I could transform into Valkyrie," she said to them dangerously, "you'd regret this." Glowing mystical wristbands held the younger woman's powers restrained, her brown hair falling into furious looking eyes.

"Not while Krystoff's bonds hold you," the chief scientist said with a bit of regret as he entered the room, lab coat fluttering around him. He looked young, but there was a ancient look in his eyes, like a man who had seen far too much. "I am captain Von Blitzschlag, at your service," he bowed slightly, his sandy hair falling into his eyes.

"Who?" Jane Foster asked, looking questioningly at Samantha.

The younger woman made a face, "I met his father in the Initiative. A former Nazi scientist in genetics who assisted in creating government superhumans."

"Don't be too harsh in judging your government," Von Blitzschlag noted mildly, "it was no different from when your NASA used Nazis to support your space race."

"So," Jane narrowed her eyes, "you're after Thor, I suppose?"

"Most astute, madam," the younger man agreed as he took a chair fro where they had been pushed against the walls and pulled it up to where they were waiting. "Would you care to sit, ladies?" he offered.

"No," Samantha growled but Jane agreed to sit, sighing tiredly.

"So," Jane looked at Blitzschlag calmly as he took a seat across from her, "when does the torture start?"

Von Blitzschlag looked at her, aghast. "It doesn't," he said firmly, "I'm not suicidal."

"Huh?" both Jane and Samantha looked at him in surprise.

Von Blitzschlag gave then both a slight smile, "Ladies, I am well aware of what Thor and his ilk are capable of. My own father, Baron Von Blitzschlag was killed by a Thor clone he helped create, after all. No, I have no intention of torturing you."

"So... what are we doing here?" Samantha had to ask.

"Ah," Von Blitzschlag actually looked a bit uncomfortable for a moment. "You are here as bait," he admitted, "we're hoping to draw Thor out of hiding."

"And you're telling us this because....?" Jane had to ask. She knew villains explained their plots in Bond movies, but this was the first time she had seen it in real life.

"Because when Thor arrives," Von Blitzschlag explained, "I'd really like someone to tell him that I did not lay a hand on you. I like my skin intact, you see."

Jane smiled as she shook her head, "Fair enough."

Getting up the younger man brushed off his clothes as he said briskly, "Now if you'll excuse me, I must get back to work." He gestured to the guards, "Come with me."

"But sir...?" the first guard looked confused.

Von Blitzschlag sighed, "Gentlemen, there is no reason to treat these ladies unpleasantly. Besides, with the Valkyrie bound there is little they can do." His voice went firm, "You'd be better placed guarding the perimeter."

Watching the men leave Samantha took a seat, moving the chair over beside Jane's. "So what do you think?" she asked quietly.

"He remind me of some of the med-students I deal with," Jane shook her head wryly. "Of course, it could be an act," she added.

"True," Samantha sighed, looking around the empty conference room. "Damn it, if I could only get these bonds off!"

"May I?" Jane asked and Samantha held out her arms to her.

"If you think you can do anything...," Samantha said a bit dubiously.

Jane looked amused as she took her glasses from her pocket and put them on. "These appear to be just regular manacles, locks and all," she murmured, taking a pin and carefully slipping it into the lock.

Samantha nodded, "I suppose the enchantments might have interfered with high tech equipment."

"Or they want you to escape," Jane noted as a soft click was heard and the one manacle popped open.

"A doctor who can pick locks?" Samantha blinked as Jane went to work on the other one.

Jane intently worked on the next lock as she noted absently, "I hung out with Thor and his various identities for more than a decade, you pick stuff up."

"Yes!" Samantha grinned as the lock popped open. Taking a half step away from Jane she concentrated and in a flare of energy transformed. In her place stood a tall blonde haired woman dressed in norse style armor, a leather skirt and breast-plate with a sword at her side. Her long blonde hair was pulled back into twin braids and her blue eyes glowed with passion.

"Energy spike!" a guard yelped as he raced inside, "What's going.... on?!"

"Mortal," Valkyrie drew her sword, "stand aside."

"Oh hell," the young man pressed a alarm switch even as he bolted back out of the room.

"We'd better go," Jane leaved herself up, leaning on her cane. "Or actually, you'd better go."

"What?" Valkyrie looked at Jane in shock, "I can't...."

Jane shook her head firmly, "I'd only slow you down."

Before Jane could say anything else Valkyrie bodily picked her up and slung her over her shoulder as she hurried out of the room. "No, you won't," Valkyrie said cheerfully as she trotted down the corridor.

"Eeep!' Jane yelped as she bounced against the woman's shoulder as they ran along. "Any idea where we're going?" she asked.

"Other than away from there, no," Valkyrie admitted as she banged open a set of doors to reveal several very startled guards. With almost inhuman speed she struck, hammering the men with powerful blows that sent them flying even in their armor.

Jane made a odd gasp as she was thrown around on her shoulder but still managed to say, "Don't kill anyone."

"You're more generous than I am," Valkyrie said as they rushed along.

Meanwhile, sitting in his office Von Blitzschlag smiled to himself as he used the radio to contact security. "Clear the way on the west side," he ordered, "just set up a token resistance on the gate at that side."

"But sir," the head of security looked at her boss in disbelief, "they'll escape."

Von Blitzschlag looked at the redhead as he said, "Mary, it's really quite simple."

Typhoid Mary, former supervillain and occasional hero, frowned as she met his eyes and asked, "Yes?"

"We want them to escape," Von Blitzschlag shrugged, "it's all part of Miss Richard's plans, you see." He looked quite cheerful as he explained, "As you know, we took Samantha captive some weeks ago."

"I read the report," Mary nodded, her red hair falling around her face.

"While she was sedated we planted a device under the skin of her arm, it's nearly undetectable," Von Blitzschlag smiled. "With it we'll be able to monitor her, even pick up nearby audio, and use that data to track the Asgardians," he said.

A rumble shook the building and Mary grimaced, "There they go in one of the combat shuttles. You'd better know what you're doing."

"Of course I do," Von Blitzschlag said confidently.

There was a pause then the radio crackled to life. "This is security from the hanger deck," the voice noted, "we've found traces of blood on the floor, and what looks like a mechanival implant of some sort."

Von Blitzschlag eyes widened, "What?!"

Mary felt herself smiling reluctantly, "Jane Foster, I suppose. She really is a very good doctor, it seems."

"Indeed," Von Blitzschlag had to concede. They watched the monitors a moment, switching views to the image of the combat shuttle taking off. "You've won this round, ladies," he murmured, "but I am sure there will be others."

To be continued....

Notes: I rather liked Baron Von Blitzschlagin the Initiative comics, and thought it might be interesting to give him a heir. Of course, the young man may be a son, a clone or who knows what? *lol*


	6. Stane

Initiative 2028

Stane

Ezekiel Stane sighed as the brown haired man walked into the office, looking around casually. "Nice place you have here," he noted, taking in the various items sitting on shelves. "Very tribal," he nodded to the native mask.

Dr. Karla Sofen smiled warmly, the blond haired older woman getting up to shake his hand. "I'm glad you took the time to see me," she noted mildly, the attractive blond dressed in a tight skirt and low cut blouse.

"President Richards wanted me to," Zeke shrugged irritably, "so here I am."

"Hmm," Karla nodded slightly. As a psychologist she had been recruited by Valeria Richards to assess the mental stability of her agents, and in this case to examine a known unstable individual. "Well, take a seat and let's get started," she said.

"Is this where you ask about my mother?" Zeke asked as he casually sat down, stretching his legs and revealing he wasn't wearing socks with his pants.

"Ooh, tough crowd," Karla flashed a smile as she sat in a chair nearby, avoiding sitting behind her desk. She rather suspected the man would not respond well to her as a authority figure, so she tried to keep things casual.

Zeke chuckled, "Thanks."

"So instead let's talk about the most important person in your life...," Karla offered.

"My mother? Still?" Zeke quipped.

"Tony Stark," Karla said flatly.

Zeke froze a moment, then gave Karla a thoughtful glance. "He is not the most important person in my life," he said quietly.

"Maybe," Karla agreed, "but he's certainly a defining moment in your life."

He looked around the room silently, then Zeke reluctantly nodded. "Stark...," Zeke muttered, frowning thoughtfully, "I don't know where to start."

"How did you first meet him?" Karla asked curiously.

"At a party in a building I blew up," Zeke smiled fondly. "He looked so dumb and clueless as my human bombers took out the building.... it was classic."

Karla gulped as she mildly said, "I imagine so."

Zeke sat back, smiling as he mused, "I've always hated Stark, even from back when I was a kid." He tilted his head to the side, "Do you know I always thought Stark murdered my father? I never bought into the suicide story...."

"You said you always thought," Karla seized on that phrase, "has that opinion changed?"

Zeke stopped, his eyes closing a moment. "I found the video," he admitted softly, "and I checked the logs of his suit. There was no override, he really...."

Karla watched him trail off, but felt the need to push a bit. "He really?" she purred.

"He really," Zeke's voice rose angrily as he jerked to his feet, "HE REALLY BLEW HIS OWN HEAD OFF! All right? Is that what you want to hear?!"

Karla saw his hands begin to glow and braced herself. Stane had cybernetically and biologically re-rigged his body, making it more efficient and not incidentally giving him the ability to shoot death rays from his hands. Still, she calmly asked, "And how did that make you feel?"

The stereotypical psychiatric jargon stopped Zeke for a moment, then he collapsed back into his seat chuckling softly. "How did that make you feel?" he repeated, "Lady, you are a piece of work."

"I try," Karla agreed, glad he hadn't taken a shot at her. If he had she would have been forced to use her abilities as Moonstone to save herself, and that would have been messy.

Zeke looked off into the distance, his expression thoughtful. "I guess once I knew my father had suicided, I had to reexamine why I did what I did," he admitted.

"Yet you still went after Stark," Karla noted.

"Yeah," Zeke brightened, "he's the best, you know?" He gestured with one hand, "In personal armor technology he's the one to beat, the creator of the best suits in the world."

They talked for most of an hour, Karla guiding him carefully to talk about President Richards, the others in the council, and on his view of what some called the new world order. Finally she rose with a smile, "I'm afraid that is all for today, but if you wish you can come back again."

"Thanks," Zeke shook her hand, "I might just do that." He smiled slightly as he admitted, "It was kind of interesting."

Karla watched him go then walked over to her desk, opening a file on her computer and getting to work....

Ezekiel Stane

Interview Notes for Assessment

Ezekiel is a still physically young man who has not emotionally matured to match his age. It's possible the disappearance of his mother and the death of his father may have contributed to this, but he remains a risk with powerful mood swings.

He rails against his absent father, both hating and loving the man. It's interesting to note that Obadiah literally exiled his son from his life, supposedly to protect the boy from his enemies. That fear against 'unknown enemies' has scarred him a great deal, leaving him at times paranoid and highly defensive. Not his deliberate living off the grid as a child and young man, his obsessive efforts to stay hidden. If not for his direct attack on Stark, Zeke likely would have remained off the radar forever.

His hatred and obsession with Stark is unhealthy and possibly dangerous. Zeke didn't just attack Stark, he attempted to destroy him both in person and as a company, doing massive amounts of damage. When Osborne recruited him Zeke willingly surrendered his independence just for a chance to strike at Stark, even designing several Iron Patriot suits for Norman.

Finally, there's the alterations Zeke has made to his body. I do not have a full list yet, but just a partial read through his file shows brain tampering, the redesign of his lungs and other internal symptoms. There is almost no way to know what the long term effects of such tampering might be, but it appears he is showing incidents of a hair trigger temper and a limited degree of sociopathic behaviors.

In conclusion I strongly recommend dealing cautiously with Mr Stane, as well as keeping him under close observation. He can be highly unstable, even though his talents are quite valuable.

Dr. Karla Sofen

Initiative Psychologist

Karla saved her file, then the sexy blond stretched in her chair. It had been a long day, and there was still another appointment to go. Checking her schedule Karla smiled, pausing a moment to check her makeup and tidy her clothes.

Right on time the door slid open and a sexy platinum blond woman stood in the doorway, her beautiful face as hard as a diamond. "Karla," Phobe Sublime purred as the telepath entered the office, locking the door behind her.

Without even thinking about it Karla knelt in front on her, bowing her head reverently. "Mistress," she gasped, feeling wetness gush into her panties in a completely involuntary way

"You've done well," Phobe cooed as she stroked Karla's head like a puppy.

Karla moaned weakly, mentally cursing the powerful conditioning the woman had put her through. Covertly contacting her Phoebe had held her captive for days, using her mental gifts to make Karla think it was weeks. Using a combination of mental blocks and pain/pleasure conditioning she had effectively enslaved Karla, yet also leaving a part of her aware of her captivity and helpless to do anything about it.

"I feel you in there," Phobe knelt down to murmur in her ear, "running around like a mouse in a maze, trying to get free. It's adorable."

"Why," Karla managed to ask, "did you leave a piece of me free, Mistress?"

"It's really very simple," Phoebe led her over to the couch as the blonde sat, spreading her legs to reveal she wasn't wearing panties.

"Oh," Karla mewled as she saw the gates of paradise.

"The reason I left a bit of you fighting," Phoebe gently tugged to pull Karla's head towards her crotch, "your struggling turns me on."

To be continued....

Notes: Don't feel too sorry for Karla, she's a pretty evil character in the Marvel Universe. She manipulated patients to suicide, killed her mother and drove more than one character crazy.


	7. Patriots

Initiative 2028

Patriots!

Barbara Monroe, also known as Miss America, felt a odd degree of amusement as she sat in the briefing room of the Washington DC branch of the Initiative. Like posts around the country it had a meeting table and chairs, briefing screen, communications center and other high tech features. Admittedly, theirs was probably a bit better than most, as the Patriots were considered a showcase team by their commander, Henry Peter Gyrich.

The Patriots were a team of heroes modeled after the Liberty Legion, a team of World War Two heroes, as well as their successors the Liberteens. The heroes in the team were either chosen for their similarity to the original heroes or were deliberately redesigned to fit the mold of a earlier hero. How wise that was Miss America didn't know, but....

Across from her, the blond heroine Liberteen had one of the unique health drinks her biology required. Once a Olympic athlete at thirteen she was recruited into a attempt to replicate Captain America's biology through surgical reconstruction. While possessed of superhuman abilities her body was in many ways quite inhuman, needing unique neutriants and medication to survive. She wore a simple red, white and blue jumpsuit, lightly armored to give her freedom of movement.

Whiz was the team speedster, a modified clone of the hero Whizzer, wearing a yellow bodysuit based on his predecessor's. Created by Arnim Zola as a foot soldier, the copy of Robert Frank had rebelled, escaping custody and going underground. Found by agents of the Initiative he was offered a salary and the chance to be a hero, both of which he accepted.

Diamond was a seemingly normal young man with the ability to take on a organic diamond like form. Ellis Morrow was the grandson of the original Blue Diamond, and had submitted himself to experiments to awaken similar powers in himself. Unlike his grandfather, however, the blue and white clad Ellis was motivated merely by a need for fame and fortune.

Frost Bite was a sexy, vampish woman with powers over ice and col;d. Her background was a mystery, though Miss America speculated she was of more mystical origins than the others. Where ever she was from, Frost Bite was a eager member of the team, and the ice woman seemed motivated by more than the usual hunger for glory.

Red Raven was... a bit of a joke, in Miss America's eyes. Based off the Liberty Legion hero much like the rest of them, he was simply a army officer equipped with a red winged battle suit. He could fly, was somewhat strong, and that was about it. He was also the unofficial cannon fodder of the group, with three troopers so far having served as Raven.

"All right," Miss America rose as Red Raven took his seat, "we're all here except for Thin." She looked at their government liason, "Any word on her whereabouts?"

Olivia Dickson, otherwise known as the shape changing heroine Thin, gave Miss America a cool smile. "As you know, she only turns up as needed," she answered calmly. She sat back, "Let's get on with it."

Thin was the granddaughter, she said, or the original Thin Man, a WW II operative for the US. That couldn't be confirmed because no DNA samples of her parents were on file, but she possessed the same limited shapeshifting powers as the Thin Man. At will she could take on a flat, elastic shape that could slide under doors and wrap around others with crushing force.

"What's on the schedule this week?" Diamond asked bluntly. He sighed, "I have a commercial to film, assuming I can fit it in."

Miss America felt her lip curl in disgust, but controlled her reaction. "We have standard patrols this week," she said, "as well as a Presidential reception to guard. Also, several representatives of the Winter Guard from Russia will be visiting."

"We'll need to be careful with the Guard," Olivia added in her government role, "the Russians are still behind us in biotech, and their agents will be assigned to gather whatever useful data they can. Liberteen, you especially need to be on guard."

"They want my DNA?" Liberteen guessed as she munched on a green, unhealthy looking bar of engineered food.

"That and any other bio-scans they can get," Red Raven nodded professionally. "Do they still have the Crimson Dynamo and Titanium Man armored suits? They have good sensor capacity, tho nothing like our technology."

'He's more in the know than I thought. Interesting,' Olivia noted. "Yes," Olivia said aloud, "you'll need to avoid both of those suits if possible."

Liberteen made a face as she finished choking down her food. "If they want my augments we ought to give them to Russia," she scowled, "the soldiers would revolt if they had to put up with everything I do."

Frost Bite put her hand on her seat mate's shoulder, "Be brave, little one. Your sacrifice does not go unnoticed."

Liberteen gave her a weak smile, "Thanks, Frosty."

Whiz nervously tapped the table, his white and gold bodysuit clinging to the thin young man's body. "Standard patrols?" he asked impatiently, "You can all wait here if you like, and I'll run back to tell you if something goes wrong."

"No," Miss America stepped on that firmly, "bad idea."

"Why not?" Diamond gave her a hostile look as he asked, "You know how hard it is to run in my diamond form?"

"And what if someone puts a garrote line at neck level?" Red Raven noted flatly. He drew a finger across his throat, "Slash."

Whiz paled. "They wouldn't...," he said weakly.

Miss America shrugged, "That's how they got the first Super Saber when he was operating as a US agent. Died in Baghdad during Desert Storm II."

"I think I'll be a bit more cautious going through town," Whiz muttered.

"So, is that it?" Liberteen asked. She was fidgeting in her seat, looking miserable, "It's nearly time for my meds."

Miss America felt a pang of sympathy, "Go on, I think we've covered everything." As most of the team hurried out Miss America sighed as she watched Liberteen and muttered, "Whoever did that to her should be shot."

Olivia, who had been lingering nearby, gave her a wry smile. "She volunteered and knew the risks going in," she noted.

"At thirteen?" Miss America raised a skeptical eyebrow.

"All right," Olivia conceded that, "maybe her parents should have read through the contract more closely."

Miss America nodded silently. Reluctantly she asked, "Is President Richards happy with our preformance?"

"Oh yes," Olivia nodded as she smiled, "you and your team are one of her favorites recently." She didn't add, 'Especially after the California mess' but both women knew that was the subtext. Changing the subject she asked, "Are you still seeing that talk show host?"

Miss America looked amused, "I think she'd prefer to still be called a reporter."

Olivia smirked, "And when was the last time she reported anything?"

"Point," Miss America admitted. "Maya and I aren't seeing each other any more," she admitted, "I broke it off."

Olivia looked surprised as they walked out of the meeting room into their headquarters. "I thought you liked her?" she asked, the two picking up sodas from a nearby terminal.

"I do," Miss America admitted as they went into the recreation room, her sitting on a couch as Olivia took a chair nearby, "but it got too complicated keeping secrets from her."

"Ah," Olivia nodded knowingly.

Miss America shrugged slightly. Olivia was aware of her triple identity of US Agent, but thankfully did not go into it while they were sitting in the rec room. "You can only dodge explaining where you go so many times," she looked sheepish, "Maya decided I was having affairs."

Olivia nearly choked on her drink. "You?!" she yelped, coughing.

"Yeah, well...," Miss America smiled back, "I suppose it was better than her figuring out what I was really out doing."

To be continued....

Notes: The Patriots are all based on the Liberty Legion/Liberteens characters. Since the Patriot probably wouldn't be on a team named after him I decided to make a character called Liberteen. She may turn up more, as the idea of a surgery based heroine interests and kinda creeps me out.


	8. Britain and MI13

Initiative 2028

Britain and MI-13

Pete Wisdom sometimes felt he was getting too damn old for all this shit. Crushing out his cigarette the gray haired former operative fixed the man on the screen with a glare, "What part of 'get stuffed' did you not understand?"

Henry Peter Gyrich looked distinctly unhappy as the red haired head of the American Initiative program glared back. "Don't take that tone with me," he scowled.

"I can take any damn well tone I like," Pete answered calmly, "I don't answer to you." Sitting back in his chair he added, "Whitehall has no need to suck up to your president, and we're fine economically with the new pan-Europe pact."

Henry visibly looked like he was grinding his teeth. "We are simply asking for a favor...," he managed to start calmly.

"You're asking us to send a British citizen to you so you can put her on a show trial and jail her," Pete cut him off. "No way in hell."

"This isn't over," Henry growled before disconnecting.

Pete sat back with a sigh, but he also felt good. It was rather satisfying to shaft a arrogant bastard like Gyrich, even more so knowing the other man loathed him because Pete was a mutant. Pissing off a bigot, in Pete's opinion, was it's own reward.

"Mr. Wisdom," a voice called from the next room, "the team is here."

"Right," Pete got up, walking into the other room as confidently as he could manage, considering his limp.

MI-13 was Britain's agency for dealing with the paranormal, and had existed for nearly thirty years now. Evolved from such sterling organizations as S.T.R.I.K.E., the RCX, Department of Unknown and Covert Knowledge and the Weird Happenings Organization the current MI-13 oversaw superhuman and paranormal activities in the entire United Kingdom.

Elsa Bloodstone looked cranky, but she always looked cranky. The strawberry blonde adventurer was the reason Pete had been on the phone with Gyrich, the Americans not being very happy with her writing a tell-all book on her adventures in Nextwave. A semi-unkillable monster hunter Elsa had been recruited by the Highest Anti-Terrorism Effort or H.A.T.E. to join their superhero team Nextwave, but she and her comrades soon found out HATE had been taken over by the terrorists it was meant to fight. Worse, the leader of HATE Dirk Anger had suffered a nervous breakdown and was now willingly helping those very same terrorists.

The members of Nextwave might have been all b-listers like Machine Man and the Captain, but they were still heroes. They stole a vehicle and the terrorists plans to unleash unusual weapons of mass destruction and proceeded to shut them down. They fought samurai robots, agents of HATE, fake superheroes and even Fing Fang Foom. They finally tracked down the headquarters of the terrorists and even killed the leader, a alternate Devil Dinosaur.

Sadly, all of Nextwave's heroic activities were buried by the administration at the time. It was a immense scandal that the military had appointed a mentally unstable man as head of it's own version of SHIELD, and worse when their organization was taken over by terrorists. Refusing to let the public know the Military bribed, threatened and in one case brainwashed the members of Nextwave to be silent on what had happened.

Sadly for them Elsa had refused to submit and continued telling the truth, now having published a book on the subject, with evidence including eyewitness statements and declassified documents. The public was not pleased and quite a few high ranking officers in the military were looking at forced early retirement or even trials. Poor Gyrich was on the hook too as head of superhuman activities in the US and wanted Elsa sent to the states so he could put her head on a pike.

"Thank you for standing up to Gyrich for me," Elsa smiled wryly as she polished her pistol.

"The pleasure's all mine," Pete said dryly as he looked over his other team mates.

Dark Angel was sitting off by herself again, the blond haired woman's 'uniform' glittering with stars on a black background. Talking with her Pete had found of the 'star stuff' was actually a piece of the fabric of the universe itself, somehow. That along with her armor let Dark Angel tap into immense cosmic powers, the cost being a gradual loss of her humanity.

Albion drank his coffee, the brown haired older man looking distinguished in his rough wool cloak over simple tunic and pants. The magician was either a nutter or the reincarnation of Merlin himself, but either way he was damn useful to have around. His magic was strong and flexible, something Pete had appreciated more than once.

"We going to be waiting long?" Black Knight asked.

"Not likely," Pete answered. The Knight was the latest in a line of knights, one Alec Whitman. A cousin of Dane Whitman, the previous knight, Alec had trained under Dane before Dane retired, the younger man picking up the skills of the trade fast. He was good, but occasionally Pete found himself wishing Dane was here.

Lionheart was a bit of a mystery, and Pete hated mysteries. She was apparently a champion of Britain like Captain Britain, and wore a costume with rampant lion over the Union Jack. A full face mask covered her face, only black hair and her height giving a hint to her identity, and so far she had not chosen to reveal who she was to MI-13. Brian Braddock vouched for her, which was good enough for Pete, but he would have still like to know who she was.

Romany Wisdom looked up at Pete with a slight smile, "Are we still waiting on Thomas?"

"He'll be here in a minute," Pete answered with a shrug, "I got a message he was debriefing Union Jack and would be a bit late."

"Ah," Romany nodded.

Romany Wisdom, much like her brother Pete, got involved with the paranormal and entered government service. Unlike Pete who had mostly followed his conscience Romany got involved with darker stuff, eventually working on a covert multinational project involving biotech and transmode technology on unwilling subjects. Pete and the members of X-Force shut down the illegal operation, destroying the base and he had been worried Romany was killed. She did survive but had been transformed into a cybernetic being, now nearly immortal and possessing some fairly deadly abilities.

'Thankfully she doesn't bear a grudge,' Pete mused as Dai Thomas bustled in, the forty something Welsh former cop looking fit as he waved them to seats.

"All right, everyone," Dai said as the brown haired man stood at the head of the table, "I'm sorry I kept you waiting, but it was urgent."

Dai and the MI-13 had a interesting relationship. As a London cop he had been loaned to their predecessor W.H.O. a few times, and in one case had encountered the Knights of Pendragon, even being possessed by one of those knights, Gawain. His possession helped save the world as well as solve a series of grizzly murders, and even after that he worked with them on occasion. It wasn't until a few years had passed that Dai realized he was aging slowly, and went to MI-13 to learn more. Joining at the same time he had rose steadily through the ranks, eventually becoming the liaison to the government and public face of MI-13.

"How's Downing Street reacting to the latest attempt to extradite Elsa?" Pete asked, bringing up the issue most of the group was concerned over.

"The prime minister's not happy about how it hurts our relations with a old ally," Dai admitted, "but King Charles is even less happy about someone trying to railroad a British citizen." He looked over at Elsa, "He's read your book, by the way."

Elsa paled slightly, "Seriously?"

"Yes," Dai smiled, "he thought the language was a bit salty, but he liked it."

"Oh, lovely," Elsa muttered, making a note to call her co-writer Mr Ellis and let him know, too.

"So what did you need to debrief Union Jack on?" Black Knight asked curiously, the younger man sitting at the end of the table.

"A supposedly unauthorized action by US agents on British soil," Dai said with a grimace of annoyance. "They tried to access one of the old Black Air bases."

"Did they get away with anything?" Pete sat forward, frowning intently.

Black Air was a personal ghost for Pete, one that it seemed would never go away. The covert government agency had trained him in his thermal powers and used Pete as a agent, sending him to do dirty jobs for Queen and country. Eventually Pete tired of the killing and wanted out, becoming a supervisor for the European X-Men, Excalibur. There he had learned that at least some of the jobs that he had done for Black Air had been illegal, and he helped Excalibur uncover Black Air's real agenda and shut them down.

"No, it was a completely sterilized facility," Dai answered, "but the fact they knew it even existed implies that they've got dangerous intelligence."

"President Richards has her pet telepath," Dark Angel suggested dryly, "does her maximum range extend this far?"

Dai looked questioningly at Romany. "Not as far as we know," she said, the unofficial expert and human encyclopedia smiling wryly, "plus, we all have psionic shielding. However, I am concerned about penetration on the political level...."

Dai made a face, "Good point." It took time and effort to train someone to generate shields around their thoughts, and while most politicians now knew how to do it, most were not trained to their level. He looked around the room, "Any suggestions?"

Pete hated to suggest it, but it was his responsibility. "Send the US a message in return," he offered. As Dai looked at him he continued, "Have Union Jack take his covert team in, target a closed US base and blow it to hell."

"Provocative," Dai murmured, not disagreeing but thoughtful.

Lionheart's voice was muffled slightly by her mask as she said, "The US was already being provocative, Dai. We have to make sure they understand they cannot raid our soil without permission."

Dai nodded, conceding the point but probably not the debate. "I'll run it by the minister and Downing Street," he said as he said, "I'm also putting MI-13 on alert. The Black Air raid might be a feint for something else, and I want us ready."

"Understood," Pete nodded as Albion magicked up some donuts for everybody.

They ran through the normal business of MI-13 at that point, covering escaped supercriminals and other issues they might be having to deal with. While technically all heroes in the United Kingdom were under the jurisdiction of their organization, the core team was in this room and could be expected to handle most emergencies. It made for a interesting if tense life.

Pete dismissed the team, the group heading either for their quarters nearby, the recreation rooms or the dining hall. As they left he and Dai walted together, both relaxing a bit. "So how's Brian?" Pete asked, grinning.

Dai rolled his eyes, "Annoyed as hell about being away from the field. Brian Braddock is never happier than when he's in his Captain Britain togs fighting things."

"Too true," Pete agreed before adding grimly, "but he's needed more as Prime Minister, especially the way the world is going these days."

Dai gave him a sudden look, "You think that...?"

"I dunno what to think," Pete admitted, "but I don't like what I'm hearing from the States. Richards has had a few local setbacks, the press is not happy, they're nearing a recession an' people are still asking where her parents disappeared to."

"Hmm," Dai grunted.

"And the best way to distract people from troubles at home is to give them something else to look at," Pete said grimly, "like a nice, clear cut war."

"But there's no way they'll buy another war in the Mideast,' Dai protested.

Pete shrugged, "Maybe yes, maybe no, but there's always that colony of Inhumans who set up in Genosha. I bet President Val could cook up something with them."

"Damn," Dai sighed. "you think it's likely?"

"Dunno, but I wouldn't put it past her," Pete said honestly.

To be continued....

Notes:

This is based off of my comics reading, mostly Captain Britain and the MI-13. I would STRONGLY recommend that comic, which is good high adventure with superheroes, and has a interesting cast and concept. Marvel canceled the book before it could really build a audience, IMHO, and it's a crying shame it won't be continued.

According to Marvel's Editor in Chief, Nextwave is NOT canon, however, many writers in Marvel have adopted Nextwave versions of the characters when they're appeared in other books. My solution is as written here: the US government in the Marvel Universe hushed up Nextwave's actions to avoid the embarrassment of admitting their anti-terrorist organization was infiltrated at the top.

My original characters in this chapter are just Lionheart II and Albion III, other than that the characters are all Marvel Universe residents. For more of Elsa's adventures I'd recommend Nextwave Agents of HATE by Warren Ellis, DAMN funny book. Knights of Pendragon is being re-released in trade paperback soon, as I understand, and I would suggest picking it up for Dai Thomas' rather interesting adventure. Good book, and one of the first ecological themed comics.


	9. Spider Woman

Initiative 2028

Spider-Woman

The woman leaped, her slim but athletic body gracefully stretching. She was dressed in a mostly red costume, with a black spider logo on her chest that had 'arms' extending into her black gloves and boots. She gestured as she fell and a web line shot from her wrist, snagging a building as she swung out over the void between the office towers.

Reilly Parker's long brown hair flowed in the breeze as she swung across the city, firing off web lines as she patrolled the city much like Spider-Man had years before. She almost did it from memory, though she had to be careful of how the skyline had changed in the years she had been gone.

'It's been a hell of a trip,' Reilly thought to herself, the woman once known as 'Ben Reilly' sticking to a wall as she swept the night with her eyes.

**0o0o0o0o0o0o0o0**

Her new life began in a laboratory, a pod popping open and spilling clone juice on the clean floor. She staggered out, choking and coughing as she sucked in air, her mind in turmoil. The last thing she remembered was fighting beside the original Spider-Man against the Green Goblin, being impailed by the goblin-glider then... blackness.

"Hello, Ben," the voice laughed as a video screen lit up, revealing a familiar inhuman face. The Jackal grinned from beneath his mask, the master of cloning looking smug and self-satisfied as he sat in a fancy office chair.

"Warren." Ben growled, surprised that her voice sounded higher than it should, "what are you up to now?"

Jackal leaned forward, looking amused. "I'm giving you a new lease on life, as well as a little surprise," he said, "look down."

Unwillingly Ben did... then screeched. "WHAT THE HELL?!" SHE yelped, taking in small breasts, girlish hips and a certain lack of male sex organs.

Jackal was nearly killing himself laughing, almost falling out of his chair. "I've been waiting for years for you to awake," he snickered, "but it was worth it, just to see the look on your face."

"You are a sick puppy," Ben growled, realizing as she did that her voice was higher than it had been, too.

Jackal was still chuckling as he said, "You should be greatful, I'm the only reason you're alive right now." He sat back, clearly wanting to boast like most super-villains did. "Have you heard of Arim Zola?" he asked curiously.

Ben shivered, realizing she was slightly cold. "Nazi geneticist?" she ventured, recognizing the name from reading about Captain America's exploits.

"A gold star to you," Jackal nodded. "He perfected a technology to transfer minds from one body to another...."

Ben put the pieces together quickly, "You implanted that technology in me."

"You were my test subject, after I traded my rapid cloning technology to Zola," Jackal agreed cheerfully. He leaned forward, "Sorry about the girl-body, but it was what I had available."

"Why save my life?" Ben asked, frowning. "You have no reason to like either me or my brother Peter," she added.

Jackal sat back, his expression through the mask thoughtful. "No, I don't," he agreed, "but I hate being manipulated more."

Ben blinked, then thought about the recent battle, "The Goblin."

"Yes," Jackal said coldly. He looked angry, "I had prided myself on my schemes against you and Peter, to find out I had been manipulated by Norman Osborne...."

"So what does that have to do with me?" Ben asked flatly.

"You cannot help Peter now," Jackal noted, "his life is settling down without you, your return would only make his life more difficult." A smile, "But you can help him in other ways."

"Oh?" Ben asked skeptically.

"Much of the money Norman uses to torment Peter comes from his criminal network in Europe," Jackal smiled coldly, "if someone were to disrupt that network... well, Norman wouldn't like that at all."

"Getting your revenge on him too," Ben noted. "But why should I trust you?"

"Oh, I'm not expecting you to," Jackal said cheerfully. A drawer in the control station popped open revealing towels, clothes and a red and black jumpsuit, "Investigate yourself. This facility is in France, not far from Paris."

After checking over the stuff Ben dried off the last of the cloning goo then got dressed. "So why Paris?" she asked.

"Because Norman has investments there," Jackal shrugged, "a good a place to start as any." He waved, "Good luck on your new life."

The screen went dark, leaving Ben alone in the lab. In addition to the clothes she found currency in the container, as well as ID apparently made up for her new body. She took the money but left the ID, not trusting Jackal not to have rigged the ID to make trouble for her somehow. She made her way out of the lab and up a tunnel into a wooded area, standing for a moment at the tunnel enterance and taking in the scenery.

'Well,' Ben mused as she set out, 'let's see what's really going on.'

**0o0o0o0o0o0o0o0**

Back in New York Reilly watched from the shadows as a Scarlet Spider swung by, the armor clad 'hero' patrol;ling the city for the Initiative. Part of her was tempted to explode from the shadows, jump on him and start pounding away, but she restrained the impulse.

'The Scarlet Spiders aren't necessarily bad guys,' she mused as Reilly shifted about, 'even if they are working for one.'

Reilly braced herself against the side of the building, glad the Spiders didn't have her danger sense. She looked out over the city, taking in the gutted shell of Four Freedoms Plaza, former home of the Fantastic Four, and over there the ruins of Avengers Mansion. It was a bad time to be a hero, but that had never stopped her before.

A slight smile teased Reilly's lips as she took off, swinging across the city even as the sun began to set. She liked sunsets, they reminded her of... interesting times.

**0o0o0o0o0o0o0o0**

The kingdom of Symkaria was uncomfortably near Latervia, home to the villainous Dr Doom, and was the home base of one of the most well known mercenary organizations in the world, the Wild Pack. Headed up by Silver Sable the Pack was a mix of human and super-human operatives who took on jobs around the world for companies, countries and private citizens. They were the best of the best, and the tryouts to join attracted people from around the world.

The newly renamed Reilly Parker had worked her way up through the ranks of try-outs, covertly using her abilities to advance. She felt a little bad about it, even though there were several obvious super humans also competing. An announcement was made of the semi finals, and the t-shirt and shorts clad woman got in line, her brown hair tied back in a pony tail.

"Next up, Parker vs Battlestar!" the manager of the test yelled.

Battlestar was a former American hero, a side kick of Captain America, or something like that. He was also superhumanly strong, Reilly had heard, which meant she couldn't go easy on him. The black man in red and blue smiled grimly, hefting his triangle shapped shield as he said, "Sorry, miss, but you're going down."

"Oh really?" Reilly smiled casually.

"I want back in the Pack," Battlestar said as he charged, "and you're in the way!"

Reilly waited until he was nearly atop her then leaped, bouncing over his head agilely. He stumbled but recovered, wheeling around to throw a punch that she easilly ducked. Using her spider sense and speed she easily dodged around the fighting circle, bouncing and jumping to stay clear of his increasingly frustrated blows.

"Stay still, damn it!" Battlestar cursed as she leaped and dodged.

"Nope," Reilly landed on his head as the crowd laughed, then jumped away before he could grab her.

Silver Sable stood up, the blonde haired inheritor of the tile watching curiously. "Your speed is impressive," she called, "but we need fighters too. Please demonstrate that you can stop Mr. Battlestar, please, or this trial has no point."

"Understood," Reilly nodded.

"Ain't gonna be that easy," Battlestar growled, bracing himself for a fight.

Reilly move even faster than she had dodging, bouncing around him as he swung wildly, the woman landing powerful blows and staggering the fighter. Helplessly he tried to land a punch but she was just too fast for him.

Battlestar swung again desperately as he cursed, "You have got to be kidding me!"

Reilly dropped into a crouch, almost like a tightly wound spring, then exploded into a powerful uppercut that sent the older man flying backwards, out cold. She rubbed her sore knuckles as the crowd watched in awe and murmured, "Sorry."

"Winner, Parker!" the announcer cried.

Reilly walked over to the stunned Battlestar as medical teams looked him over and asked, "Is he going to be all right?"

"Just knocked out," the nurse replied cheerfully as they dragged him out of the arena.

"Reilly Parker?" one of the men dressed in the red and black Wild Pack uniforms tapped her on the shoulder, "Miss Sable wants to see you."

Reilly was escorted to the viewing platform where Anna Sable, the modern Silver Sable, watched the fights. The niece of the first Silver she had inherited the position after her predicessor's death, and had striven to maintain the good reputation of the organization. She was well known in the international community as a ruthless but honorable woman who would complete any job, no matter the personal cost.

"Miss Parker," Anna smiled, the pretty young woman in the skin tight bodysuit studying her thoughtfully. "You are provisionally accepted in the Pack."

Reilly stiffened, "Thank you, ma'am."

The sun was just setting on a long day as Anna leaned forward, her breasts straining against the uniform, "I'm curious, though. Why do your abilities so resemble Spider-Man's?" At Reilly's surprised look she added, "My Aunt told me a lot about him."

Reilly looked sheepish as she said, "It's a long story."

Anna reached out to lay a hand on her arm, "I look forward to you telling me all about it, eventually." She sat back, "We'll have time, I think."

**0o0o0o0o0o0o0o0**

Reilly smiled as she stretched, then swung out over the city once more. She and Anna had become friends, and even more than friends, during her time in the Pack. But as much as she had enjoyed that life home had called her, and eventually she decided to return to the United States. This time not as 'Ben Reilly' lost clone but as Reilly Parker, freelance agent of Wild Pack and registered heroine of Symkaria and 'safe' from US law, more or less.

To be continued....

Notes: I had the idea of turning Ben Reilly into a female clone long before the Ultimate Spider Woman story, by the way. ^_~ Still, Bendis got it into print first, so....


	10. Power Pax

Initiative 2028

Power Pax

The raid went bad when a Iron Patriot armor managed to set off a alarm, costumed troopers pouring out of the SHIELD base. They were using the equipment and gear of d-listers, men in Mauler, Beetle and other armors, spreading out to intercept the attackers.

"Well, that went well," the blond haired man noted, his simple black and white costume standing out in the twilight. Gee was the leader of Power Pax, and was the eldest of the team. Possessed of limited gravity manipulation, he could be very dangerous in a fight.

The red-brown haired woman flew just above them, rainbow bursts of energy keeping Lightspeed aloft. She smiled grimly, "Looks like things are going to plan."

"I'll power up," Energizer volunteered, the youngest hurrying to lay hands on debris from their dramatic exit. Possessed of energy conversion abilities she could 'disintegrate' matter and absorb the power, then release it as destructive bolts.

Mist swirled as a cloud poured out of cracks in the wall, then Mass Master fully reformed. The brown haired man in blue grinned, "Computer virus planted, boss. I think that should destroy the last of the data on matter/antimatter conversion."

Once upon a time their father had developed a process for matter/antimatter conversion, and even built a prototype. However, he was unaware that the process was unstable, and that if mishandled a reaction could destroy the world. After gaining their powers from a friendly alien the kids stopped evil aliens from stealing the device, destroyed the technology and saved their parents from a kidnapping. AND they did it all without revealing their identities.

Not bad for a first time out!

"Power Pack!" a voice boomed, "By order of President Valera Richards, you are commanded to surrender! Any resistance will be met by lethal force!"

"It's Power Pax, numb skulls!" Mass Master yelled back.

"Numbers?" Gee asked, the slim man's costume darkening as he manipulated gravity around him, making himself hard to move.

"Twenty or so lightweight armors," Lightspeed said over her costume communicator, "and two Iron Patriots. You'd think they'd have learned their lesson by now."

"Guess we'll just have to beat the lesson into them," Mass Master grinned.

The man in the Iron Patriot looked distinctly unhappy, but the red, blue and silver clad figure continued, "Please, we have no wish to harm you! Surrender now."

"Gee, he must have really not gotten the news," Energizer noted. "May I?"

"Just don't kill anyone," Gee ordered.

"Aww," Energizer began to glow brighter and brighter, "you take all the fun out of it."

Once, all Energizer could do was throw head sized bursts of destructive energy. They were effective, no question, but against very powerful beings she couldn't do much. However, as she grew up her capacity to hold and direct power increased...

The power sphere was as big as Energizer's whole body once she released it, the bolt ripping down the deserted compound to where the armored agents were mobilizing. The flying suits tried to scatter as it hit but they were too late, the electromagnetic pulse blasting through their armors and disabling them.

"Top that," Energizer smirked.

"I'd say that's my cue," Mass Master grinned as a Iron Patriot soared to the attack, repulsers firing. The team scattered as he soared to meet the armored figure, then his mist form enshrouded the armored man.

"Kid, I don't need light to see," the Patriot growled as he fired into the mists around him, "so give it up."

"Actually, I wanted to give you a chance to surrender," Mass Master answered calmly, feeling the energy bolts tickle his dispersed mass.

"Are you nuts?" the Patriot yelped.

"Suit yourself," Mass Master answered, focusing his mass manipulating abilities.

Originally, all Mass Master could do was manipulate his own molecular density. In essence he could 'compress' himself to about six inches tall with his full weight intact, or 'disperse' his body into a cloud form which was mostly untouchable. However, as he grew up so did his powers...

Alarms rang out in the Patriot armor as something began to literally eat away at the outer shell. "What the...?" the pilot started then eeped in surprise as his entire combat suit simply disappeared, expanding into a mist.

"Happy landings, chump," Mass Master waved even as he compressed the armor to action figure size and let it drop with a thump.

Gee focused his abilities on the stunned, disorganized troopers and increased the effects of gravity on them, pinning them. "Okay," he said, "that just leaves the last Patriot."

The last Iron Patriot was in the air when Gee pulled his gravity stunt and out of it's range. The armored figure seemed stunned to see his whole team be defeated so easily, hanging disoriented in midair.

"I'll handle him," Lightspeed said, landing as she stared up at the armored man. From a pouch on her belt she took out a ball bearing, then frowned in concentration.

Lightspeed's power was simply defined as acceleration, basically she could tap into a unknown energy and accelerate herself through the air. It was a useful power, but at first she had thought it had no practical combat applications. Of course, that was before she figured out she could accelerate held objects too.

The pilot had half a second to see the rainbow flash in her hand, then a steel ball bearing flying at Mach two hit, smashing him backwards and blowing out multiple suit systems. The second shot at barely the speed of sound finished him off, leaving a field full of stunned and disabled enemies.

"Let's go home," Gee smiled.

**0o0o0o0o0o0o0o0**

Julie Power, known also as Lightspeed, jogged out of the offices of Front Line, an on-line and print paper that published content that the feds did not want released and/or which would embarrass the powers that be. Based out of New York they had survived alien invasions, skrulls and federal investigations, now under the helm of Ben Ulrich.

Julie never set out to be a reporter, she sort of fell into it when she had been living in LA. Giving up on her attempts to be a actress she went to university there, getting into reporting along with her friend Mickey Musashi. They graduated together but drifted apart, somewhat due to guilt Mickey felt over their friend Phil cracking up.

Working as a photographer and reporter Julie covered the fall of Norman Osborn, as well as the supposed 'Heroic Age' that followed. Sadly the age didn't last and with the election of Valera Richards, things had really gone to hell. Now there was a forced superhuman registry, criminals being conscripted as soldiers and a horrifying amount of dirty dealings by the feds.

Today Julie had helped contribute to a cover piece on the feds using stolen criminal power armors, in part supported by pics from last night's fight. It was good to help save the world, but it was even better to do it and support her job, too.

Her phone buzzed and Julie picked it up, "Yes?"

"It's Mickey," a familiar voice said, "can I see you?"

Julie raised her eyebrows in surprise. It had been a few years since they talked... "Are you in New York?" she asked curiously.

"Yeah, I'm hitting up the Daily Bugle for work," Mickey admitted. "Wanna grab some lunch?" she offered.

"Yeah," Julie agreed and they quickly arranged a place to meet.

Mickey Musashi hadn't changed much, Julie noticed as she walked up to the cafe. The black haired Asian woman was still as beautiful as ever, dressed in a woman's business suit and a matching black coat, leaning casually against a wall.

Mickey, on the other hand, was actually a bit startled at the change in Julie. Gone was the fake blond hair and slightly vapid attitude she had assumed in LA, this was a tough, determined woman who kicked ass and got the job done. Which shouldn't have surprised her, considering the stories she had read under Julie's byline, but it was a bit disconcerting.

"Julie," Mickey hugged her, startling the other woman slightly. Julie was stiff a moment then relaxed into the hug, squeezing back gently.

"Looking good," Julie complimented her as they took seats.

"Thanks," Mickey said as they nodded to a waiter and ordered some coffee.

"Why didn't you apply at Front Line?" Julie asked curiously, "Ben could use all the good reporters he can get."

"Considering I was dating his son Phil when Phil lost it," Mickey sighed, "I really didn't think it was appropriate."

Julie reached out to pat her hand gently. "He doesn't blame us for what happened," she told her gently, "he had issues from the first time he was exposed to Goblin serum."

Mickey shrugged, "Yeah, well..."

Julie decided it might be best to change the subject a bit. "Are you keeping up with the rest of the old team?" she asked curiously.

"Some," Mickey agreed. "Ricochet went back to crime fighting, so did poor Mattie."

Both of them sighed thinking of Mattie Franklin, who deceived them while working on a private investigation case. Not long after that the heroine also known as Spider Woman was killed in New York, by crazies looking to resurrect Kraven the Hunter.

"Phil is still MIA, but I heard some rumors he's involved with President Richards," Julie offered. "Along with Hollow." She paused, "How's Namie?"

"Red Ronin joined the Secret Avengers," Mickey sounded regretful, "I haven't seen her in over a year, now."

"Have you thought about putting the battle armor back on?" Julie suggested gently, "Maybe she'd talk to Turbo."

"I've thought about it," Mickey admitted, "more than once." She looked at Julie thoughtfully, "I've heard some rumors... is Lightspeed flying again?"

"Occasionally," Julie said cautiously.

Mickey smiled slightly, "Maybe you can give me some pointers..."

To be continued...

Notes: Based off the original Power Pack series, rather than the new version. I'm assuming that Alex & Julie are teens 'now' so are in their thirties in this fic. Their expanded abilities are mostly based on stuff in the comics, tho I admit I swiped Julie's acceleration attack from 'A certain Scientific Railgun.'


	11. Fantastic Force

Initiative 2028: Fantastic Force!

The Negative Zone churned with unearthly energies, the black 'sky' criss crossed with red lightning and white fire bursts. Between the worlds something very like a atmosphere flowed, and the few living things scurried on dry, barren planets.

The prison called '42' was a shattered wreck, destroyed by the armies of the Zone. Blastaar had overrun it years ago in a attempt to invade the positive matter universe via a portal there. Members of the superhuman community stopped him with great loss of life, and in the end the place was abandoned. Now it merely floated in the void, walls crumbling and technology decaying, spinning all alone in the night.

But... not quite lifeless.

Reed Richards looked out into the void, his brown hair now mostly white, but other than that tall and fit. His blue uniform hugged his body as he gripped the ruined wall, then turned to carefully navigate his way deeper into the wreckage.

"What's up, doc?" Peter Parker asked, the younger brown haired man helping salvage a computer console. Formerly known as Spider0Man he had been caught in the Fantastic Four's headquarters when Doom's final attack hit, throwing them into exile in the Negative Zone.

"I saw some of Annhilus' forces in a flying patrol," Reed noted seriously, "we need to move out of here soon."

"I got the main supply vault," Ben Grimm told him as the orange, rocky skinned Thing hauled the massive steel container, "looks like a lot is still sealed and useable."

"Good," Sue Storm Richards said as the blonde haired woman smiled grimly, "we need more nutrients we can't get from local foods." The Invisible Woman strode along in the uniform of the FF, much like everyone else. The unstable molecules Reed developed were durable and held up far better than their conventional clothes.

"Any luck with the gateway?" Peter asked.

"No go," Reed shook his head, thinking of the wrecked portal to Earth in another section of the base, "the gateway has been severed. I suspect Valera may have taken steps."

"Smart girl," Sue sighed, pressing her lips together in annoyance.

Privately Reed agreed with her, though he wouldn't say so out loud. Their daughter had been very clever in getting herself legally emancipated from the family, seizing control of much of Fantastic Four incorporated assets, then arranging for Doctor Doom to attack the family. Her only mistake was not realizing Doom wouldn't kill them, preferring to humiliate his foes with exile instead.

An explosion was heard outside, and Reed frowned. "We'd best get the supplies to the Fantasticar," he ordered.

As Peter hurried by carrying the computer parts he said briskly, "I'll go check on Thundra and the Torch."

Thundra was a adventurer who had both fought the FF and been an ally, and had been visiting the team when Doom's bomb went off. She reluctantly joined them in an alliance of survival, but it was fair to say she wasn't happy about it.

Up above the prison the Human Torch soared, flames dancing around his body as he engaged the attacking insect-soldiers. Humanoid and lightly armored they tried to overwhelm the red flaming figure, but he swiftly dodged their attacks and burned them away.

"Worried about him?" Peter asked Thundra as they watched the Torch burn and blast the enemies away.

"Never," Thundra snorted defensively, but a faint flush colored her cheeks. She gave him a irritated look, "What do you want, insect?"

"We're bugging out," Peter said dryly.

"I will signal Storm," Thundra nodded, turning away towards the battle before booming out, "Storm! We're leaving!"

The Torch broke away from the insects then threw a fireball at them, distracting them. "Got it," he soared overhead as he called, "I'll provide cover."

"Right," Thundra nodded as they joined the others at the craft jokingly called the Fantasticar.

Once upon a time the Fantastic Four had soared around in what resembled a flying bath tub, but this was a very different sort of vehicle. Large and heavily armored the 'car' was about thirty feet long, arched, and had a oversized thruster salvaged from a FF orbital vehicle. The team hurried inside after loading up the supplies, then blasted away from the wreckage in a bust of flame.

Ben Grimm piloted with his usual skill, the controls modified to fit his oversized hands as he swept the sky for further threats. "Move wings coming," he muttered as another flock of insect like fliers swept towards them.

"Let me," Sue said flatly, concentrating as she activated her force field power. A invisible sphere hit the creatures like a hammer, splattering their alien body fluids and sending them spiraling downwards to a nearby world.

"Ouch," Peter winced visibly.

Sue gave him a look, "Any tingles?"

"Spider sense seems clear," Peter said as they raced away, the Torch trailing beside them, "but it's not always accurate."

"It's saved us enough times I trust it," Reed said mildly as they soared through the void.

A carefully plotted, semi-random evasion course carried them through the Negative Zone, eventually leading them to the wreckage of one version of the Baxter Building. During a conflict with the Skrulls the upper floors of their current headquarters were sent to the Zone, and only luck and skill had let them escape. They had left the section of building there and rebuild on Earth, but when they were exiled here the floors of the building may have saved them.

"Lowering defensive force fields for approach," Reed noted as he sent the signal.

The upper part of a building had been expanded by salvaged technology, or occasionally by booty taken from attackers. Their habitat now had a docking ring, hydroponics section to grow food, an observatory and even a farm where they were growing the insect version of chickens and cows. It wasn't home, of course, but it was growing more and more liveable.

The 'car' docked with the outer ring and the team started unloading, the HERBIE robots hauling off supplies where they were needed. Thundra walked off on her own as usual, while John Storm went to check on the farms. As the robots bustled a redhead made her way through the chaos and smiled, "There you are, Tiger!

"MJ!" Peter grinned as he hugged his wife Mary Jane, the redhead in a jumpsuit of Richards manufacture.

"How did the expedition go?" Mary Jane asked as she snuggled into her husband's side, the two walking away from the ship together.

"So so," Peter made a iffy gesture, "the portal there was shot, but we recovered some supplies."

Sue stalked by, her expression grim. "I'm going to check the taps, see if we got any new data from Earth," she told Reed.

"Yes, dear," Reed sighed softly.

Ben Grimm finished locking down the controls, then walked over to pat Reed on the shoulder. "You two all right?" he asked.

"She's pulling away from me," Reed sighed, "more and more every day."

"It's not your fault we're stuck here," Ben noted quietly, "want me to talk to her?"

Reed shook his head grimly. "It is my fault, in a lot of ways," he noted sadly, "I knew how smart Valeria is, Ben. Why didn't I see the direction her intelligence was going?"

"Reed, being a parent don't equip you with super telepathy telling you what yer kid is thinking," Ben pointed out gently. "You raised Val as best you could, it ain't your fault things went wrong."

Reed smiled sadly, "Thanks, old friend."

Meanwhile in another part of the building Sue sat in front of a computer screen, typing on the console. While opening a large portal home was impossible with the power they had available, Reed had been able to generate pinhole sized 'taps' into Earth. Using those taps they picked up EM broadcasts and computer data streams, getting information on what was happening at home.

"Oh Val, what are you DOING?" Sue moaned softly.

In the years since the FF had been banished by Doom's spell her daughter had covertly disbanded the Avengers, took over the Initiative and proceeded to rebuild it into her personal hit squad and had set mutant rights back decades. She had destroyed Stark International, elevated Ezekiel Stane to power, and was now reshaping the whole American economy. And Sue had no idea why.

The only good news Sue read was that the Avengers were still active, even if outlawed, and that the X-Men had successfully beaten off a attempt to drive them out of California. Other than that it seemed Val was tightening her grip on America, not to mention increasing her power around the globe.

Sue skimmed the news channels they could access, looking for some hint of what happened to Franklin. When she, Reed and the others were grabbed, Frank had been visiting his little sister, trying to reason with her over her sudden break with the family. Now she had no idea what happened to him, and the ignorance was eating at her.

"Sue?" Reed called as he hesitated at the door to the computer lab.

"Reed," Sue answered, her eyes focused on the screen. "Can it wait? I'm sort of busy here."

Reed walked over to the screen, standing beside her as he read the results of her latest search. "No sign of him?" he asked quietly.

"None," Sue's voice dropped to a growl, "If Val has killed him, I'll never forgive myself."

He sighed as Reed murmured, "I think he's fine, Sue. Val won't hurt him."

There was something in his tone of voice that made Sue look up at him, frowning. "You know something," she said flatly.

"Not know," Reed shook his head firmly, "suspect."

Sue waved that aside, "Tell me."

Reed turned the search off, instead calling up another program. "Computer," Reed ordered flatly, "show Grand Design."

A complex diagram appeared on the screen, covered with symbols, colored lines and numbers. Sue tried to decipher it a few moments then gave up. "What is it?" she asked Reed.

"A plan," Reed highlighted different parts, "here, switching over the country to fusion power. Over here, the establishment of a new superhuman police force. And this would use Stark technology and ours to revolutionize medicine. Within fifty years, you could end up with utopia."

"And is this one of your plans?" Sue asked bitingly, remembering the mess he, Tony Stark and Hank Pym had created in the superhuman Civil War.

"No, this is Val's," Reed told her quietly, "I think she was working on it shortly before Doom attacked us."

Sue's mouth dropped open as she looked at him, then over to the complex diagram. "She thinks she's saving the world?" she demanded.

"Yes," Reed said as he met her eyes, "with the sort of intelligence she inherited from you and I. And to be honest I don't know if we could stop her even if we could get home."

"God," Sue slumped back in the chair, her thoughts racing. "And Frank?"

"She has a fine tactical mind," Reed answered honestly, "but I don't think she kills without need. If she can neutralize him without killing, she'll do so."

"That's not very comforting," Sue sighed.

"No, it isn't," Reed conceded, both looking at their daughter's plans and wondering if they could or even should try to stop her.

To be continued...

Notes: I didn't want to kill the FF, but I wanted them taken out of the fight against Val. The question is did Val arrange for Doom to hit the team, or did she just take advantage of it happening? I tossed Spidey in because I mentioned in a earlier chapter he disappeared, and felt that should be explained.


	12. Six Pack

Initiative 2028

Six Pack

The woman called Hope Summers hefted the pulse canon calmly, peering around a corner as her red hair flowed around her. This raid into Latveria was turning out to be a mess, but to be honest the professional mercenary was almost expecting it.

Alex Hayden, known as Agent X, followed her closely as the badly scarred man hefted his matching pistols. Possessed of a limited healing factor he was a effective fighter, though nothing spectacular. "More Doom-bots?" he asked, his yellow visor giving him a odd look.

"What do you think?" Grizzly asked gruffly, the big, heavily muscled man following close behind. He was built like a Mac Truck in muscle, but was also a pretty fair tactician. Tellingly he had been against this plan from the start.

The team was advancing through the rubble of Doomstadt, the capital city having been hit several months ago by American anti-terrorist forces. Bombs and selective strikes had supposedly crippled the city's defenses, but from what they could see it just gave the Doom-bots more cover. And there seemed to be more and more robots emerging, all hefting heavy weapons.

This was supposed to be just a simple snatch and grab. A customer in the states wanted what was left of Doom's time platform, presumably to try to reverse-engineer the technology. Receiving half the pay in advance the Six Pack started reviewing everything they could find on the country, then planned out their attack.

"Hammer," Hope activated the communicator clipped to her ear, "what's up ahead of us?"

High above them, the mini Helicarrier the group purchased as scrap and rebuilt hovered above the city, hopefully out of range from any surface to air missiles. Within the old man of the team, Hammer, monitored the fight as well as tracking their progress.

"Looks like the Bots are emerging from a underground bunker ahead of you," Hammer reported, the battered old man held in his life support chair. "Want me to fire a missile into it?" he offered with a shark-like grin.

"Hell no," Hope yelped, "our target might be in there. No, it looks like we'll have to bust in the old fashioned way. "

"Messing shit up?" Copycat asked, the blue skinned metamorph smiling faintly as she hefted her usual rocket launcher.

"Pretty much," Hope admitted wryly. She checked the bunker using a heads up display on her contact lens, then asked, "Do you think you can just crack the armor?"

"It's worth a try," Copycat nodded before adding, "but you'd better get Tank ready to rush them, though."

"I'm ready," the heavily armored man said, his gray armor making it hard to shuffle forward through the rubble. The suit he wore resembled that of the original Iron Man, but bigger and even bulkier. It also had been upgraded with various weapons systems, practically bristling with fire power.

"All right," Hope nodded. "Me, Agent X and Grizzly will lay down defensive fire, while you line up the shot Copycat. Once you fire, Tank advances with the rest of us using him for cover. Got it?"

"Got it," Agent X nodded as the others agreed.

"On three," Hope ordered, "one, two... THREE!"

Almost as one Hope, Agent X and Grizzly stood, weapons blazing as they tried to saturate the Doombots with pure firepower. It worked, too, staggering the robots enough for Copycat to rise, aim her rocket launcher and fire. The missile howled through the air then splashed down just past the Doombots and hit the bunker, exploding and sending cement flying everywhere.

"Follow me," Tank rumbled as he charged forward, arm mounted guns blazing as he blasted any surviving Doombots.

Scrambling behind him the team picked off any survivors even as they ran for the hole blasted in the bunker. "Look out for hot edges," Grizzly cautioned even as they descended into the earth.

As they descended they came across a set of stairs, not far from where they had blasted open the roof. "Think we hit an access?" Copycat asked, slinging her rocket launcher over her back and switching to a lighter pistol.

"Who knows?" Tank said as he carefully navigated the small stairwell.

"Hammer, you there?" Agent X asked, but the team only received static in reply.

The underground base looked much cleaner than the blasted out surface, and nearly reeked of high technology. The walls were humming faintly, etched with circuitry, and the air nearly crackled with contained energies. They passed a room with stacks of idle Doombots, and another with monitors that showed news coverage around the world.

"There is no way in hell this is a abandoned base," Hope muttered, frowning. With the seeming disappearance of Doctor Doom it had been assumed no one was minding the store, but from the looks of this place that would be wrong.

"No," Grizzly agreed, frowning. He sniffed the air slightly, "Fresh scents, at least two people. And within hours of us arriving."

"Great," Copycat muttered. They walked down a long passage, their footsteps the only sound in the now eerily quiet bunker. "How far does this damn tunnel go?" she muttered.

"I don't know," Tank said, "but my GPS system says we're nearing Doom's castle."

Hope tried to reach Hammer again for a update, but apparently there was too much material between them. "Damn it," Hope cursed softly, used to having the older man as a guide.

The passage finally ended in a heavy armored door, one that almost looked to be designed to stop them. "I bet this accesses the castle itself," Agent X said, tapping the door with a gloved hand. There was a flash of light and he went flying backward, yelping in alarm.

"Alex!" Copycat cried as he hit the wall with a crash.

"Oww," Agent X groaned, his hand blasted to a gory ruin, his healing factor already kicking in to knit together the shattered flesh.

"Idiot," Hope growled, "of course it's booby trapped."

"Gee, your kindness is just overwhelming," Copycat muttered as she helped the still shaken Agent X up.

"Sorry," Hope smiled at them wryly.

Tank lumbered up to the door, the armored figure bending forward slightly as he studied the barrier. "I think my suit is compatable with the energies involved," he noted then asked, "can I use this to recharge the suit?"

"Go to it," Hope smiled grimly.

The heavy armor placed it's hands on the door, and electricity danced around it as it sucked the charge from the metal. A few moments later and it was safe for Tank to rip the door from it's hinges, revealing darkness within.

"I'm getting the same scents as in the bunker itself," Grizzly noted with a frown.

"Then I guess we'd better explore," Hope said. "Tank, how about some light?" she asked briskly, the armor firing up it's chest lamp to light their way.

"Love the decorating," Agent X noted as they passed medieval style wall hangings and suits of armor lining the halls. They searched the floor, determining it was a sub-basement before going up a set of stone stairs.

The com links crackled, then Hammer's voice came through again. "..are you? I'm finally picking you up again," his frustrated voice said.

"We're in the lower levels of Doom's castle I think," Hope reported, "we still need to find the labs and the platform."

"Glad you're all fine," Hammer added quietly, "I was worried about you."

"I didn't know you cared," Agent X quipped.

"Shut up, Alex," Copycat sighed as they checked more rooms and walked the halls, not finding much of anything.

"The maps our contact provided us don't seem to be much help," Hammer admitted after a moment, "my scans don't match up."

"So the client lied to us?" Hope noted dryly, "Wow, what a change of pace."

Everyone chuckled at that. The group advanced through the castle, finding it strangely intact compared to the intelligence reports they had seen. "This doesn't make sense," Grizzly finally muttered as they advanced through another doorway, "we saw the side of the castle, it was blown right out."

The large chamber they entered lit up suddenly, disorienting them, even as a booming voice said, "Well, it seems the holographic cloak is still working."

"Oh crap," Hope muttered once her eyes cleared, blinking away tears of pain as she saw the figure dressed in what looked like medieval armor, a green cloak thrown over his shoulders and the hood hiding his face.

"Doom," Tank muttered, firing up his targeting systems and preparing to fire.

"Not quite," the armored figure said, flipping back his hood to reveal a blonde haired man, not wearing the traditional Doom faceplate. In fact he looked quite handsome, and fairly young compared to the Six Pack. Maybe early to mid twenties?

"What the hell?" Copycat blurted.

"Wait a minute," Hope blinked, suddenly recognizing the man from when she had been running with the X-Men. "Frank?" she asked.

Franklin Richards nodded slightly, looking at her warily. "Hope Summers," he noted, "Cable's daughter? What are you doing here?"

"Well, crap," Hope muttered, shaking her head ruefully as everyone watched.

"Frank Richards," Copycat echoed, "as in, the brother of President Richards? What the hell is he doing here?"

"Hiding out, I'd guess," Hammer noted flatly, listening in to the conversation over the communications network.

"Pretty much," Franklin conceded, studying the group of mercenaries thoughtfully. "I repeat: What are you doing here?"

"Ezekiel Stane hired us to look for Doom's Time Platform," Hope said casually. "I guess it's not here?" she asked.

Franklin shook his head, "Doom used it to escape after I took over the castle from him, then it self destructed." His expression went hard as he continued, "And there's no way in hell I am giving the bits to a nut like Stane."

"Boss?" Agent X asked, gesturing meaningfully with his pistol.

"No way in hell," Hope hissed at him. "Frank is a OMEGA level esper, dumb ass. He could turn you into vapor with a thought."

"Not to mention the power levels I'm reading off that armor," Tank rumbled softly.

Frank grinned, a surprisingly casual smile as he said, "Honestly, I could use a hand if Valeria tries hitting Doomstadt again. How much is Zeke paying you? I'll double it."

"Now you're talking," Hope grinned as she put her gun down.

To be continued...

Notes: In this canon Hope Summers got sick of being the supposed 'Mutant Savior' and took off, instead reforming the mercenary team Six Pack.


	13. President

Initiative 2028

President

Mercy Gold-Jenkins entered her boss' office, her long brown hair braided down her back this week. "Ma'am," she said respectfully, "it's time for your weekly SHIELD briefing."

Valera Richards had been looking out the window at a Iron Patriot armor, the red, blue and silver figure gleaming in the sun, and jerked guiltily as she spoke. "Sorry," Valera said as the blond haired woman got up, "I was lost in thought."

"No problem," Mercy smiled back warmly as they walked along the hallway to the elevator, then down to the command center built beneath the White House. The room was dominated by a screen denoting hot spots around the country and a table with a excellent view of the screen.

Camilla Black frowned as the black haired agent of SHIELD stood by the view screen, the unique metal glove that controlled her 'scorpion sting' gleaming silver. "I must repeat my objection to having Ms. Gold-Jenkins here," she said formally to the President, "she is the daughter of the leader of the Thunderbolts, she's a security risk..."

Valera gave her a flat look as she answered, "Mercy has proven herself to me repeatedly, Agent Black. Kindly drop it."

"Yes ma'am," Camilla sighed. "What would you like to cover first," she asked, "domestic or international concerns?"

"Domestic," Valera said.

"Yes," Camilla activated a key, and data codes appeared in each state, along with added information for some cities. "The new Initiative program has established teams in all the states including Alaska and Hawaii, other than California."

"Why not a team in California?" Mercy asked curiously.

"We think the X-Men would take it as a provocative act," Valera answered mildly, "considering their history with this administration."

"You got that right," Camilla muttered, having been on ground zero with the Initiative teams fighting the X-Men months ago.

Valera smirked as she added, "After that mess I stuck the X-Men with the job of officially protecting the state. Cyclops wasn't happy, but wasn't in a position to refuse either."

"I see," Mercy murmured.

Carrying on Camilla said, "We now have Scarlet Spiders in the majority of US cities, as well as Iron Patriot armors available to the National Guards." She frowned slightly and added, "However, armor deployment to US Army units has been set back slightly due to a raid by Power Pack against a SHIELD distribution base.

"Power Pax," Valera corrected dryly. She rubbed her temples, "How many Mauler, Beetle and other armors did we loose?"

"Over forty, and they slso destroyed two Iron Patriot suits too," Camille reported reluctantly. She looked at the President, "Ma'am, we KNOW from her own news reports that Julie Power was on site, we can bring her in and sweat her about her family..."

"No," Valera shook her head firmly, "if we go after her it'll look like we're targeting the press. We have enough problems there already."

"Understood," Camilla said, even though she didn't sound happy. She brought another section of the screen up, "The Shadow Initiative hit Shinobi Shaw's Dallas Texas facility and destroyed the Nimrod Sentinel prototype."

"Good," Valera smiled grimly, "I warned Shaw I would not tolerate him developing that technology. I have enough issues with the modern Sentinels..."

Mercy shuddered slightly, having read the briefings on the Nimrod project. The Sentinel would have the ability to self-repair, adapt, and could not be defeated the same way more than once. To a superhuman, much less a mutant, the machine was a nightmare.

Camille smirked and added, "We also planted evidence that it was Xavier's covert team X-Force that did it."

"Nice to have them come in handy for once," Valera muttered. "Anything else local we have to worry about?" she asked.

"Karla Sofen is still keeping an eye on Zeke for us," Camille checked her notes, "no red flags so far. The Asgardians have shifted their city up the coast into Canada, so far the PM has not asked us to intervene."

"Wanna bet they're trying to talk to Thor?" Valera noted thoughtfully.

"No bets," Mercy shook her head. "Is Sasquach still head of their superhuman program?"

"Department H, yes," Camille nodded. "I'm concerned about how they're expanding their teams...," she noted.

"We have super teams in every state," Valera noted, "we're not really in a position to point fingers at anyone. Contact Sasquatch and see if he's interested in information exchange." She smirked, "Maybe we'll tell him what really happened to his old teammate Nemesis."

"Noted," Camille nodded. She hesitated, "We have a unconfirmed report of the mercenary team Six Pack hitting Latervia, but not many details yet."

Valera stiffened visibly. "Did they attack Doomstadt?" she asked flatly.

"Yes," Camille confirmed, "though we lost satellite tracking on the team when they entered the city itself."

"As usual," Valera agreed, frowning. "Maintain survelance on the city, I want to know whomever goes in or out."

"Will do," Camilla confirmed. It was interesting, she clearly wanted to ask why, but couldn't quite get up the nerve. "Do you want me to find out who sent the Six Pack in?" she asked.

"If you can," Valera nodded. She smiled grimly as she mused, "I'd bet they were sent in after Doom's time travel platform, it's the only artifact worth the risk of running the international ban on entering Latervia."

The briefing was soon concluded, and Valera and Mercy headed out of the bunker and back up to the offices in the White House. Mercy smiled at the guards she knew and her fellow staff members, even as Valera looked somewhat preoccupied.

"Damn it, it just keeps getting messier," Valera muttered as she sat behind her desk, activating the built in computer and opening files. She looked up at Mercy, "Grab a seat, we need to do some Presidential stuff."

For the next hour they worked on legislation to send to congress, a new program for food stamps in lower income cities and a expansion on police emergency powers. Through all the mind-numbing paperwork Valera maintained a fairly cheerful manner, even joking with Mercy somewhat.

"Ms Richards?" Mercy started.

"How many times have I told you just to call me Valera?" she asked, sipping a cup of coffee.

"Valera," Mercy conceded. "You seemed kind of... upset, when you heard that Latervia was being attacked. I was wondering why?"

Valera put her cup down and smiled wanly, "Because my brother is hiding out there. Or at least he thinks he's hiding, I've known he was there for months now."

Mercy's jaw dropped as she looked at her boss in surprise. "You know where he is?" she blinked, "But you have SHIELD looking for him..."

"If I tell SHIELD to stop looking they'll wonder why," Valera noted with amusement. She sighed, "If Frank feels it's necessary to hide, I don't feel it's my place to tell him differently."

"I see," Mercy said, though to be honest she really didn't.

Valera smiled slightly at her assistant's confusion. "Frank thinks I became President out of some need for world conquest, or some such," she noted mildly. She sighed, "I suppose I could explain to him why I did it, but I doubt he'd believe me anyway."

Mercy nodded attentively, as any good minion should. It was a nonverbal version of 'Would you like to talk about it?' pretty much.

Valera laughed softly, relaxing a bit. "Should I do the whole speech about my evil plans?" she asked, smiling.

"I kind of doubt they're evil," Mercy noted.

"Depends on your perspective," Valera admitted as she sat back. She looked thoughtful, "What do you know about time travel?"

"Reed Richards and Victor Von Doom have both got methods to do it," Mercy quickly tried to remember various briefings, "and apparently you can't change history. If you go back in time you make a alternate timeline, while whatever future you visit is merely a possible future."

"Very good," Valera nodded. She looked serious, "One of the most common alternate futures is a world where Sentinels have taken over, slaughtering mutants and effectively taking over the United States. One of my major objectives is to try to prevent that future."

"That's incredible," Mercy murmured. "And very noble."

"No, I'm very selfish," Valera corrected, "in most accounts the Fantastic Four die fighting early." Grimly she said, "I want to try to save them all."

"I see," Mercy nodded. She looked up to meet Valera's eyes as she said sincerely, "If there's anything I can do, just ask."

"Will you do my paperwork for me?" Valera joked, lightening the atmosphere a bit.

"Well, maybe not that," Mercy laughed as they both went back to work.

Some hours later Mercy left for home, even though the President was still working. The younger woman insisted Mercy go home at that point, promising that she would be going home soon too. Before Mercy left she stopped in on Camille Black to tell her the President was still working, and ask her to remind the President she needed to sleep eventually.

The apartment was in the suburbs of the city, a area chosen for security and comfort, more or less. If Mercy wasn't making quite a bit at the Whte House, she would never have been able to afford it. She parked and headed inside, taking off her coat and heading in to the living room.

"You're late," the quiet voice said, nearly making Mercy jump in fear.

"Damn it, don't do that!" she exclaimed to the man sitting on her couch, calmly waiting for her in the darkness.

Nick Fury had a bit more white in his hair and he moved a bit slower, but the former secret agent and spy master didn't look much different than he did back in his heyday. "Have you got anything new to report?" he asked calmly.

"Are we secure?" Mercy asked only to get a glower from the older man. "Right, I forgot who I was asking."

"Heh," Nick looked amused, "well?"

Mercy felt a twinge at betraying Valera, but she firmly drove it down. "I think I've discovered the reason behind the President's radical programs..."

To be continued...


	14. Strange

Initiative 2028

Strange

Once upon a time, Earth was protected by a great mystical guardian. Trained by the greatest mage of a age, the Ancient One, Stephen Strange came down from the mountains and moved to New York, becoming the Sorcerer Supreme of our dimension. He faced threats beyond human comprehension, battled powers and forces across the universe and other dimensions, and saved creation itself from destruction.

Sadly, his time is past.

John Kale stood behind police tape as he watched the old mansion burn, fire fighters and emergency teams fighting to put out the flames. The brown haired young man chewed his gum thoughtfully, even as the heat washed over him and the other onlookers. He wore a simple pair of jeans, work boots, a t-shirt and a leather jacket, slightly worn.

"That's where that Satanist lived, Hellstorm!" one yokel said, pointing as he excitedly talked to his friends, all of them gawking at the flames.

"Hellstrom, not storm," John corrected, giving the boy a disdainful look.

"You one of his friends?" the tallest of the men demanded, looming over John threateningly as his buddies watched.

"No, I just can't stand stupidity," John answered calmly, meeting the man's eyes. Flatly he added as the man swelled up with anger, "You really don't wanna do that."

"Aarrr!" the man gave a incoherent yell, swinging blindly at John.

If John had been a nicer man, he'd have found a way to resolve things peacefully and avoid a fight. He could have talked the man down, maybe, or otherwise resolved things. But at that point, John wasn't feeling too terribly nice.

Ducking under the wild swing John snatched up some dirt from the ground and flung it into the other man's eyes. His cry of range turned to one of pain as he clawed at his eyes, then John stepped smartly forward and clobbered him one. The first blow staggered him, sending him reeling backward, then John followed up with a solid blow to the face.

"You bastard!" one of the big goon's friends said, but it was a weak curse. The brutal efficiency in which John had stopped the big man had scared all of them, made them wonder what else he might be capable of.

"All right, break it up," one of the cops trotted over, taking in the scene with a casual glance. Looking over the locals he said, "Get out of here, or you're spending the night downtown."

"And me?" John asked dryly, looking down pointedly at the unconscious man.

"Jack is a asshole," the cop shrugged, "he spends most of his weekend in a holding tank anyway." He knelt down beside the big man, "Wanna give me a hand?"

"Sure," John helped get the stunned man to his feet, each of them holding one arm.

Dropping the man off at the paddy wagon John took a moment to watch the dying flames, then turned to go. He had come here looking for Hellstrom, hoping the man might know what had happened to his mother, Jennifer Kale, or what had happened to Stephen Strange. It looked like he struck out on both questions.

It didn't take much effort to open a gate once John found someplace secluded, and the young man vanished from the remote town. He reappeared in another place, the bustling metropolis of New York. A homeless man screamed as he saw John appear from nowhere, then the poor bastard pissed himself and fainted.

Striding by John dropped a dollar beside the old man then carried on out into the streets. It only took a few minutes to reach his hotel and take the elevator up to his floor. Walking down the hall he headed to his rooms, then hesitated. 'Someone's inside,' he realized, reaching into his jacket for the artifact he had hidden.

"Come in, Mr. Kale," the voice said before he could bang down the door.

John raised his eyebrows slightly, then opened the door and strode in as cocky as he could. Sitting on the bed was a striking redhead, dressed in what could charitably be called a hankie. Well, there was more fabric than that, but not much, with straps of cloth binding her breasts, a thong, and leather boots topped by a stylish cloak.

John could nearly feel his hormones rushing looking at her, then he shook himself. 'I shouldn't be turned on this fast,' he thought, mentally raising his defenses.

"Oh, nicely done," the woman flashed a grin.

John felt his mind clear a bit, and as it did he realized he knew who she probably was. "Satana?" he asked, pulling out the Wand of Watoom and holding it in front of him protectively.

"Indeed," the demonic succubus nodded, looking at the baton with amusement. "I thought that was destroyed years ago," she noted.

"You know as well as I that mystical artifacts are near impossible to destroy forever," John shrugged slightly. He frowned, "What are you doing here, lady?"

"I'm no lady," Satana laughed softly. She looked at John thoughtfully, "You've been looking for mages. Why?"

"It's personal," John said shortly.

Satana tilted her head to the side, "You're looking for something. Or possibly someone?" Her eyes widened slightly, "Where is dear old mommy these days?"

John gestured, streamers of magical energy grabbing Satana and pinning her against the wall even as he growled, "Don't you dare mock her."

Satana didn't fight, in fact there was a odd degree of kindness in her eyes as she said, "I fought beside Jennifer Kale, boy. I'm here to offer my help."

John frowned, studying her as he said grimly, "I'm listening."

"You went to my brother's home and found it in flames," Satana said, "well, he's not alone. Modred the Mystic, the Man called Voodoo, Baroness Mordo and others are all gone, all hunted down by a unknown foe." She met his eyes, "I'll help you, in exchange for your saving me."

John released her from her bonds, his mind trying to grapple with everything she had said. "Is there a Sorcerer Supreme?" he asked, frowning.

"Not that I know of," Satana shook her head grimly, "the Eye of Agamotto was lost years ago, as were most of the related artifacts."

The younger man began to pace the room, even as Satana sat back on the bed. "And do you know who's doing this?" John asked.

Satana flashed a smile, "Best question yet, but you should have asked it earlier."

"Huh?" John blinked.

"Me," Satana said with a broad smile.

Before John could react the window facing out to the street exploded inward, scattering glass all over them. He yelped in alarm, shielding his face as a armored figure stood up in the center of the room, outer shell gleaming in red, silver and blue.

"Surrender," the soldier in a Iron Patriot armor ordered.

"Like hell," John bolted for the door even as he threw a spell using the Wand. The magic curled around the armored figure but he broke free almost instantly. 'Damn it,' John cursed as he shoved the Wand into his pocket.

Magic was powerful, John knew, but it also had some pretty harsh limitations. On one hand he could do things like fly, levitate objects, transform things and other stunts, but the magic he used was useless against iron. Clearly someone knew about his weakness and added raw iron to that thing's shell.

John ran by the elevator, realizing it could be too easily rigged as a trap and went for the stairs. He'd like to teleport out, but opening a gate took time and concentration, and he doubted his advesaries would give him either. He practically flew down the stairs as his thoughts raced, wondering if there were going to be goons waiting for him.

Reaching the lobby John was relieved to not see any soldiers or cops, but he did see the manager looking around nervously. He was tempted to give him a talking to, but he decided there wasn't enough time assuming Satana and her armored buddy was after him.

The street was quiet, so quiet that it took John a moment to realize how empty it was. That was when SHIELD agents and Initiative troops dropped out of the sky, along with Satana and her Iron Patriot. John tensed a moment, seriously considering fighting, then decided that getting killed like this would be pointless.

"You planning on fighting?" Satana asked as she dropped down to the street, the Iron Patriot staying airborn for a clear field of fire.

"No," John folded his hands behind his head, "you got me."

A few minutes later and John was in some kind of iron power damper, Satana sitting across from him in the troop carrier that was hauling them down the street. "So," Satana sexily crossed her legs, "you have questions?"

John scowled at her across the compartment. "Why should I assume you'll tell me the truth?" he asked gruffly.

"You don't know," Satana smirked, "that's half the fun. Well?"

John ground his teeth together, but decided asking wouldn't hurt. "Why are you capturing mystics?" he asked.

"Because you're a dangerously unpredictable factor in the President's plans," Satana shrugged casually. "Even ignoring the time travel possibilities, mages wield incredible powers."

"The President?" John's eyes went wide.

Satana sat back casually, "Mind you, I don't know if the orders came directly from her, but they clearly came from a very high level. Gyrich or Stane, at least."

John's thoughts raced as he considered what the hell was happening. The President of the United States, or at least members of her Cabinet, had sent out capture or kill orders against mystics across the country. 'Assuming she's not lying,' he thought.

"You're bound for Dreamland, the new prison President Richards had built in Nevada," Satana informed him, "we're housing the mystics in iron bound cages there."

"Is Jennifer Kale there?" John demanded intently, staring at her.

Satana hesitated, then reluctantly shook her head. "No," she confessed, "in fact I don't know what happened to Jennifer. The last time I actually heard from her was back during the near Zombie incursion in 2015."

John slumped in his seat, muttering, "She left a note with my father then, saying she'd be back as soon as she could." He shook his head, "That's the last we heard of her too."

There was a long moment of silence as the transport rumbled along, Satana looking at him thoughtfully. "How would you like a job, helping me out with whatever the bosses ask us to do?" she finally asked him.

"How do you know you can trust me?" John asked, studying her.

"You have your agenda, finding your mother," Satana said, "I can respect that. And if you cross me I'll kill you."

"At least that's clear," John said. He hesitated then answered, "Let me think about it."

"All right," Satana sat back, "but don't think too long. The offer goes off the table once you hit Dreamland prison."

To be continued...


	15. Avengers

Initiative 2028

Avengers

Nick Fury frowned as the now mostly gray haired man moved through new york. He didn't wear his usual eye-patch and had 'aged' his face even more than it should be, resembling any number of old soldiers home from the wars. He dressed shabbily but not too bad, like a man living on a limited, retirement budget.

Nick shuffled down the dark alley, then into a small barbershop. A older man looked up as Nick entered, nodding slightly. "Go on through," he said quietly.

With that Nick went through the small room to a door opposite the entrance. Pressing a small device in his pocket he scrambled remote survelance and killed any nearby cameras, just in case. Then he opened the door... and disappeared.

The place that Nick Fury reappeared in was outside of normal space and time, a extra-dimensional place accessible through certain doors. Created by Hank Pym after the last Skrull Invasion, the Infinite Mansion was the sanctuary Pym's Mighty Avengers used, as well as the base of Avengers Academy. As the Heroic Age fell to darkness the Avengers retreated here, as well as erasing all records it had ever existed.

A soft sound and the three dimensional hologram of the Mansion's AI appeared. "Greetings, Master Fury," JARVIS said formally, resembling the former butler of the Avengers. "Would you prefer to change to your usual garb?"

"It's fine," Nick shook his head, "though I could use a cigar."

"Of course sir," JARVIS teleported a lit cigar to him. "The teams are awaiting your report in the green room."

"Right," he nodded, puffing on his cheroot as Nick walked down the hall, seeming to find the right door instantly. In reality the nearly infinite space in the mansion 'shifted' as needed, allowing near instant travel to wherever you needed to go.

The meeting room wasn't packed, only the leaders of the factions tied to the Avengers and the ongoing resistance to Valeria Richards. Steve Rogers, Captain America, sat at one end of the table, the fit, young looking blond haired man looking serious. Thor sat beside him, the taller, heavily muscled Asgardian looking like some ancient lord. Tony Stark was on the other side of Rogers, his brown hair streaked with grey like Nick. He wore body armor from the neck down, the famous red and gold of the Iron Man.

"This it?" Nick asked flatly as he walked to the table.

"Nick, good to see you," Steve stood, offering his hand and shaking Nick's. "We don't want to channel the teams through the Mansion too much, SHIELD isn't as good as when you ran it but...," he shrugged slightly.

"Maria Hill's better than you'd expect," Nick said gruffly as he pulled out a seat and sat down, "Stane's tried to have her whacked a few times, hasn't managed it."

Tony looked startled, "Why would he...?" It took a moment for the remarkable mind to work, then Stark narrowed his eyes as he muttered, "Hammer."

"Got it in one," Nick nodded. He looked over at Steve and Thor, "Zeke wants his girl-toy Justine Hammer running SHIELD. If he had that, he'd have more leverage to use against Richards, assuming he eventually betrays her."

"These mortals constantly scheme to destroy each other," Thor rumbled grimly, "how is it they can hold onto power."

"I wonder that myself," Steve sighed.

Tony sighed too, but mostly at the innocence of his comrades. "Valeria Richards is very good at making her allies hate each other more than they hate her," he pointed out, "in essence she keeps them too busy plotting against each other to plot against her."

"Anyway, my source within Valeria's camp has come up with why Val went for the Presidency," Nick said briskly. He swiftly added, "No way to know how reliable the data is, though I trust the agent in question."

"What was it?" Steve asked eagerly.

With that Nick sketched in the 'Sentinel's kill everyone' scenario and Valeria's intent to try to prevent it. There was a beat of silence then he added, "Again, I don't know how much we can trust her word on this."

"Didn't she kill the Fantastic Four and Franklin Richards?" Steve asked, looking deeply puzzled.

"I've studied data of the explosion at the Baxter Building," Tony looked thoughtful, he had always liked puzzles as he said, "it doesn't match the usual spread of a energy based warhead." He frowned, "It COULD have been a displacement device."

"It did not slay them, but instead sent them elsewhere?" Thor asked.

"An' no one knows what happened to Franklin," Nick acknowledged, "hell, even I don't know. He just literally dropped off the grid just after Val got elected."

"Is the plan she has rolled out for the States consistent with trying to stop a Sentinel uprising?" Steve asked grimly.

"Hard to say," Tony admitted as he sat back, his expression thoughtful. He called out, "JARVIS, get me a US map with the Initiative teams and our reports on their current activities."

The hologram appeared before them, with states marked with each team, and their activities. Most of the team names were the same as when Stark himself founded the Initiative, though California was notably marked with a 'X' symbol.

"I see Cyke is still holding California," Tony noted mildly. He pointed, "And is that a new team in Alaska?"

"Northguard," Nick nodded, "to be honest they're mostly wash-outs from other teams. They serve six months, then the kids are rotated out."

"The teams deployed could stop a Sentinel uprising," Tony conceded thoughtfully, "but they could also be used to suppress the citizenry." He toggled the image, zooming in, "Someone destroyed a lab trying to develop the Nimrod Sentinel, too."

"I thought that was X-Force," Steve asked, frowning.

"No, it was the Shadow Initiative," Nick shook his head, "Daken, their Wolverine, lead the team as it turns out.

"Does Logan know Daken's active again?" Tony asked curiously, knowing about the relationship between Daken and Logan. Estranged son and father, seemingly doomed to constantly face each other over the years. It'd be poetic if it wasn't so sad.

"He's the one who told me," Nick noted dryly, "Logan keeps a damn close eye on the kid."

"Betrayal by blood," Thor shook his head, "it is the worst of fates." He looked at Tony, "So, is yon queen lying, or is she telling us the truth?"

"I can't say for sure," Tony finally admitted, "I just don't know. Her tactics have been pretty dirty, though admittedly I'm not one to talk."

No one brought up the Negative Zone prison or anything else Tony had been up to. It was ground all of them had been over more than once, and for awhile Steve, Thor and Nick had been his enemies. But much water had gone under the bridge, time had passed and sins had been forgiven, more or less.

"I'm getting pressure from members of the Secret Avengers," Steve said, referring to the covert squad he lead now, "they want to openly hit back against Valeria."

"Aye, as is my brethren in Asgard," Thor noted, "hiding within our halls is dishonorable."

"No, no," Tony quickly shook his head, "no, we don't dare. She's the President of the United States! Until we can actually prove she's committed criminal acts, we can't strike against her."

"Yet she uses villains as her minions and attacks us with impunity!" Thor protested.

"Which she can legally do under the Thunderbolt Act," Steve sighed. He sat back, rubbing at his eyes tiredly, "Bucky has asked me if I could let her get publically arrested, fight this mess through the legal system."

"No," Tony shook her head, "as brave as Rikki Barnes is, I don't see it helping." He shrugged tiredly, "Unless she could arrange to get herself arrested on national television, they'd just whisk her off to their new Dreamland prison."

"We need to do something!" Thor growled, thumping the table with his fist.

"Not until we're ready," Nick shook his head, getting out another cigar and chomping on it. "Look, I've got people in SHIELD doing their damndest, as well as folks in Valeria's own government. We WILL get the proof we need, it's just a matter of time. But if you three jump in swinging, you'll just screw the pooch."

"And while we wait innocents suffer," Thor scowled.

"Yeah, an' that stinks," Nick agreed readily, "but that's the hand we've been dealt." He shifted his cigar in his mouth, "Not that we can't stomp on every illegal thing we catch, even if we can't prove it's hers. Stopping that kinda thing is our jobs, after all."

A slow smile appeared on Steve's face, "You're right about that."

"So we'll carry on snipping as many of Valeria's schemes in the bud, while you keep digging," Tony smiled slightly too.

"And what of Asgard?" Thor demanded frostily.

"Your people gotta stay outta this," Nick said firmly, "if you act as a group it'd give Val the perfect reason to go after you. Just remember what happened with Siege."

"But that doesn't mean you and Valkyrie can't act," Steve said quickly, "just don't drag the Asgardian armies into it."

"My comrades will be displeased," Thor grumbled then smiled faintly, "but they understand strategy. As long as they know they will have a chance to avenge themselves on our enemies."

"You have my word," Tony promised.

"And I know you will be good for it." Thor nodded, rising as he added, "I must return to Asgard, and let Baldur know of our deliberations. I will return when needed."

"Good luck," Steve nodded as the others said their farewells.

"Must be tough answering to a Asgardian council," Tony noted once he was gone. "They set that up after Odin disappeared again, right?"

"Yeah, though Baldur's pretty level headed. Can't say I like having Loki there though," Nick grumbled as he chewed the end of his cigar.

"He's supposedly just a trickster now, not serving evil?" Steve asked warily. He sighed, "I'll admit Loki helped us out a lot during the fall of Asgard, not to mention the attack of the Chosen."

"I'll get back to Avengers West Coast," Tony sighed, "we've all got work to do. Catch you later."

After Tony left Steve sighed quietly. "How's Sharon Carter doing?" he asked Nick quietly.

"Still in deep cover tryin' to infiltrate Dreamland. As soon as I hear more I'll tell ya," Nick shrugged slightly.

"If I find out you guilt tripped her into doing this," Steve said flatly, "I'll beat you within a inch of your life."

"She might be your ex, but she volunteered Rogers," Nick snapped back, "and you know her well enough to realize that." Ne got up, wincing at stiff muscles from age as he added, "Keep your head down, you're on the top of Val's most wanted list."

"Yeah, you too," Steve sighed as they each left.

To be continued...


	16. Dark Wolverine

Initiative 2028

Dark Wolverine

The man known as Daken Akihiro looked much different than when he first appeared on the scene. He had stopped painting on his 'tattoos' some years back, and let his hair grow out of the mohawk or rooster tail he had maintained. He was a handsome figure, in many ways, and he was well aware of the admiring looks he drew.

They were going to Madripoor, the specially built jump jet soaring up into the edge of space, then down to the island near China. The strike team were from the Shadow Initiative, the covert team that did the dirty work that the President couldn't admit to.

'And I lead it,' Daken thought sardonically from where he sat in the co-pilot seat, 'lucky me.'

The combat armored American Son, Gabriel Stacy, was piloting the craft. Once driven insane by the bio-chemical effects of being born with Green Goblin DNA he had been treated and finally cured. Now possessed of mild superhuman strength he piloted the armor for his savior, the US government.

Finesse was operating the electronic countermeasures station with her usual skill, the black haired young woman's hands dancing across the controls. Jeanne Foucault was a genius, a polymath who graduated MIT at fourteen, then went to work for Norman Osborn. Still a trainee she was recruited for Avengers Academy, but when President Richards took over she willingly switched sides again.

Taskmaster wasn't the original criminal and trainer, and if Daken's nose was right 'he' wasn't even a man. But the costumed agent seemed to have the original's photographic reflexes, as well as much of his physical abilities. But who she was and what she really wanted were a mystery. All they knew was she was a willing mercenary working for Richards.

Bonebreaker saw Darken looking at him and sneered, then the heavily cyborged man looked away. One of his dad's old enemies, Bonebreaker was part of the Reavers and had fought the X-Men several times. He 'died' in a rogue Sentinel attack, but his head was eventually recovered. Recreated by Donald Pierce he was virtually a slave until Pierce finally died.

AS the jet began to descent to Madripoor, Daken activated the headsets everyone was wearing. "Mission briefing," he said calmly, "how many of you have heard of Weapon X?"

Predictably, Finesse answered first. "A illegal government project headed up by the CIA, created Wolverine, at least according to the conspiracy sites," she said briskly.

"Accurate, as far as it goes," Daken agreed, "but Weapon X has continued to operate, mostly covertly. They created the female clone of Wolverine, as well as trying to wipe out mutants with enhanced soldiers."

"Good," Bonebreaker muttered.

Daken ignored that, "I tangled with them back in the day, thought I destroyed the branch. But it turns out the leader, Malcolm Colcord is alive and offering enhancements to subjects from a chop-shop in Madripoor."

"And we're shutting him down," Taskmaster said, his voice distorted by the mask.

"And seizing the research data," Finesse noted flatly, the woman watching her controls. "We are being targeted by surface to air missiles," she said, "attempting to jam."

"Crap!" American Son blurted, checking his own sensors. "Confirmed!" he barked, "I'm attempting to evade."

"How do I get out of this outfit?" Bonebreaker bitched as the plane dove, racing down to try to evade the missiles.

"Feet first," Daken growled, grabbing at the dashboard. He brought up the weapons systems and tried to target the missiles.

"Rotate the ship," Finesse ordered, "I'll jam their tracking sensors."

American Son yanked the ship to the side, jerking them around but giving Daken a shot with the cannons. Lining up the missiles Daken opened fire, the modular weapons blasting out at the incoming attack. The first flight of bullets missed, but he compensated and nailed them with his second shot.

"More missiles!" Finesse yelled.

"Get us down, fast as possible," Daken ordered American Son. "Brace for impact!" he yelled to his team grimly.

They came down nearly at sea level, skimming across the water as they raced towards the island. Hapless boats and junks were bowled over and sank as they raced by, the jets barely keeping the modified fighter level. Finally the nose dipped, the engine's gave up the ghost and they splashed down just out from the harbor.

American Son pulled the switch to blow the hatches, then the team scrambled out onto the hull before taking off. The armored man used his boot thrusters to take to the air even as everyone else evacuated the craft onto nearby boats.

"Just like I remembered," Daken growled, the black and tan garbed man calmly clouting a protesting fisherman, probably angry he had jumped on his boat. "Team, sound off!" he yelled.

"I'm fine," American Son declared, "and I kept Boner from sinking."

"Bonebreaker!" his reluctant passenger yelped.

"I'm fine," Finesse said, "and I have negotiated passage to the shore."

"No problems here," a disgruntled Taskmaster growled, clearly bogged down by his bulky uniform and cape.

Daken smiled grimly, then calmly ordered the fisherman to take him to shore behind Finesse and Taskmaster. He had his suspicions why the two were together, but it didn't matter right now. They reached the docks and quickly climbed ashore, then they quickly headed inland.

"You didn't kill anyone," Bonebreaker noted with a sneer, "getting soft?"

"Do you want me to start with you?" Daken offered politely, popping his twin claws from the top of his hands. Seeing his fearful reaction Daken popped them back as they skulked along a building, "Killing wasn't necessary."

"So where are we going?" Taskmaster asked, having abandoned the soaked cape but still wearing the armored, padded costume.

"According to the CIA intercepts, Colcord has set up in Lowtown, not far from where the Princess Bar used to be," Daken noted, silently wondering if Malcolm had intended it a covert slap to Wolverine. If so, it had failed.

"That's all I needed to know," Banebreaker declared, grabbing American Son. Before the hero could react the cyborg twisted his head around, breaking his neck with a wet snap.

"Scatter!" Daken yelled to the others as he popped his claws and leaped at Bonebreaker.

Bonebreaker moved with startling speed, grabbing Daken by the throat and holding him away from him. "You think you're so tough," he laughed, "but you're nothing compared to your dad. I'm going to find Weapon X and have them fix me up, then I'll track down Logan."

Daken felt his neck break and went limp, gambling that his enemy would underestimate him. He was right, Bonebreaker casually tossing him aside and marching off, looking for Weapon X. He lay their in the dirt, in agony as his body knitted itself back together.

Finally Daken rose, stumbling a bit as he went over to where American Son lay, broken on the ground. He was shocked to see him still breathing, his eyes glazed with pain. Gently Daken eased his fist under his jaw and popped his claws, putting the man out of his misery.

Daken knelt a moment, studying him silently. He hadn't LIKED American Son much, but he respected him a bit. Much like Daken he had a past he was trying to put behind him, and also like Daken he couldn't get away from it. Daken put the visor down over the Son's face and stood, looking where Bonebreaker had gone.

**0o0o0o0o0o0o0o0**

The lab wasn't hard for Bonebreaker to find, all he had to do was look for the powered up guards. And they weren't that tough, so once he clobbered them and got inside, he asked to see the boss. A group of sculpted soldiers held him at gunpoint, and soon the big man appeared.

Malcolm Colcord didn't look that scary to start with, in fact the grey haired man was slightly stooped and getting old. But looking in his eyes Bonebreaker saw the kind of hatred that drove him, a fury that knew no limit.

Colcord listened to his story, nodding grimly. "You want Wolverine dead?" he smiled coldly, "I like the way you think."

"Just being a cyborg isn't enough," Bonebreaker admitted, "I need more. You have weapons, technology developed to stop him, right?"

Colcord nodded slightly, "We'd have to almost completely rebuild you, but yes. WE could mask your sent, give you energy claws, the whole bit." He tilkted his head to the side, "How are you going to pay, though?"

"Pay?" Bonebreaker looked surprised.

"Revenge is good, but we have to pay the bills," Colcord smiled, "and your augmentations won't come cheap."

It took nearly a hour of dickering, but finally Bonebreaker bargained him down to a cut of any mercenary work he did. Privately he thought Colcord really did want Logan dead, and the money was just not to seem like a softy.

"All right," Colcord nodded, "let's get you to the lab. We'll have to strip out a lot of those cheap ass cybernetics and rebuild..."

Just then, the lights went out. "What the hell?" one guard yelled, then yelped in pain.

"Crap!" Bonebreaker shifted his vision to infrared, but the enhanced soldiers all around him gave off heat like beacons.

Out in the darkness there was a sound of metal sliding out, sknit!

"DAKEN!" Bonebreaker yelled furiously even as he saw someone dropping the soldiers with horrific ease. 'Too fast,' he realized, 'Daken must have Finesse and Taskmaster with him. But...'

"Daken?" Colcord looked at Bonebreaker, barely able to see in the dark, "What...?"

The lights came back on and what had been a room crowded with augmented soldiers was instead just containing five people. Daken had blood or oil splattered all over him, Finesse had liberated someone's sword and Taskmaster was using twin knives.

Daken, dressed in his almost Wolverine like costume, smiled pleasantly. "Well, Malcolm, it's been a long time," he noted.

Bonebreaker hesitated, then babbled, "It was all a act, Daken! I was just stringing him along so we could capture him!"

"Shut up," Daken clouted him one, thankfully not with his claws. "You'll answer for what you did to American Son later."

"We need him alive," Finesse warned as Daken advanced on the old man.

Daken looked down at Colcord, who was practically cowering before him. "And Richards will just use him to make more killers," he mused thoughtfully. He popped his claws and struck, then Colcord's head rolled away from his body.

A few minutes later Daken, Finesse and Taskmaster were outside, the building in flames, Bonebreaker dead as well as all the research data inside destroyed. "We're going to get in trouble for this," Taskmaster noted as they walked away.

"You can hang this on me if you like," Daken shrugged, seemingly not bothered by the idea.

Finesse frowned, the attractive woman looking at him in confusion. "Why did you decide to do this?" she asked.

Daken shrugged slightly. "I've done a lot of things I regret," he said calmly, "I took this gig to do better. Besides," he added, "American Son deserved better."

"Fair enough," Taskmaster nodded, the three walking on.

"Blame it on Bonebreaker?" Finesse suggested after a moment. "He betrayed the team, big fight, place went up in flames. Simple."

"I like the way you think," Daken grinned, "Now, how do we get home...?"

To be continued...

Notes: I like villains trying to redeem themselves, though admittedly Daken is a bit of a stretch. Still, I think he's a interesting and complex character.


	17. US Agents II

Initiative 2028

US Agent II

It was snowing heavily in Washington DC, but Barbara Munroe didn't really notice as she boarded a plane at the Initiative base. The stealth jet was pure black and ran primarilly by computers, allowing her to be launched without anyone being aware.

Settling into the cockpit she activated the fly-by-wire systems, then Barbara sat back as the mission briefing came on the heads up display. Henry Peter Gyrich looked out at her from the view screen, the old man looking sullen and wizzened n his wheelchair. "This briefing is two levels above top secret," the old man growled, "discuss it with uncleared personnel and you will be shot."

'Can the drama,' Barbara thought but didn't say aloud.

Gyrich looked out at her as he said, "This is a retrieval mission in a allied country. We're sending you into Canada, specifically northern Manitoba."

Barbara check the sat-nav and confirmed they were, indeed, going north. 'Canada, huh?' she mused silently. President Richards had a pretty good relationship with their government, which meant this was going to be another covert job.

"A former member of the Initiative, Ultra Girl, has fled the states and is hiding out there," Gyrich brought up the image of a attractive blond haired woman, "your mission is to capture her and return her to the United States." He scowled, "And do it quietly. We don't want Canada's Department H or K finding out."

The message cut off, and Barbara sat back to enjoy the flight. There was no point in donning her US Agent gear, she would probably need civilian clothes. And a wig, which would be a pain in the ass to keep on in a fight.

Barbara tried to remember what she knew about Ultra Girl, but it was pretty slim. Ultra Girl started out trying to be a media star, then ended up in the New Warriors. Sadly that blew up in her face during the Civil War, and she ended up joining the Initiative. She served out her period with a official team, then dropped out of sight after Osborn took over.

'And she's pretty powerful,' Barbara thought grimly. Ultra Girl could fly, was incredibly strong, invulnerable and had 'reactive' powers that changed based on threats she encountered. Which meant subduing her was going to be a bitch.

**0o0o0o0o0o0o0o0**

"Oof!" Barbara grunted as she crashed through the trees, her black haired wig barely staying on. She HATED being right, especially when it involved getting hurt like this.

Not only was Ultra Girl tough as hell, it appeared the entire small town she was in had turned out to protect her. Almost as soon as Barbara had started showing the photo of Ultra Girl around she got the cold shoulder, then when she checked into the local hotel she was attacked.

"Get out of here, now," the bar keep she had talked to earlier ordered, hefting a alien yet powerful looking gun.

'Oh, you have got to be kidding me,' Barbara though, wishing like hell she had her shield with her. All she had was a wristband mounted energy shield, and she wasn't willing to test it against alien weapons tech.

"Don't kill her," Ultra Girl ordered, her eyes flashing as she descended. The old man and the lynch mob all backed off as she landed, offering her hand to help Barbara up. "You all right?" she asked politely.

Barbara took the hand, pulling herself up as she wondered what the heck was going on. "So far," she said dryly. Improvising she lied, "I'm a private investigator, sent to find you."

"Right," Ultra Girl said skeptically. The woman runs a hand through her long blond hair, "You must be pretty dedicated, working on Christmas Eve."

Barbara felt a slight jerk as she realized the woman was right. She hadn't even noticed, having been so busy heroing and such...

"Come on into town, we'll get you cleaned up," Ultra Girl offered. She smiled ruefully, "Maybe you can talk me into going back with you tomorrow."

Deciding to play along Barbara followed her, trying to ignore the hostile looks from the town's inhabitants. They seemed to dote on Ultra Girl, almost following her in a religious way, though to be honest she couldn't tell why. She deeply suspected Gyrich had left important information out of his briefing, and meant to have a little talk with him after...

They ended up at Ultra Girl's home, who provided her with a shower, change of clothes... and another wig. Deciding the gig was up Barbara skipped it and came out with her own hair, even while hoping her bosses wouldn't hear bout it.

"Thank you, Ultra Girl," Barbara started as she entered the living room where the other woman was sitting.

"Suzy," she cut her off, "I'm Suzy Sherman. Nice to meet you, Miss Monroe."

It took a real effort to keep a straight face, but Barbara managed it somehow. "Then thank you, Suzy. How did you know...?" she asked.

"It's a long story," Suzy gestured for her to sit the room lit by the glittering Christmas tree off to one side. "What do you know about the Kree?" she asked as Barbara sat on a comfy seat nearby.

Barbara raised her eyebrow slightly at the question but answered, "They're a alien racem ruling a large chunk of the galaxy. They resemble humans but are faster and stronger, and have been at war with the Skrulls for years."

"True enough," Suzy agreed, "and they've sent agents to earth a few times. Captain Marvel, Marvel boy, and others."

"So what does it have to do with you?" Barbara asked, though she suspected she knew.

"I'm Kree," Suzy acknowledged, "though I only found out in my teens. According to a colony of Kree living on Earth, I'm supposed to save the Kree somehow."

'Colony of Kree...' Barbara thought then realized what she meant. "This whole town is Kree?"

"About eighty percent, I think," Suzy sighed. "Some of the Kree married humans, too. They started out in California, then moved up here after President Richards took over."

Barbara shook her head, trying to decide what to do. Clearly getting Suzy away from here by force was out, considering she had a whole town to fall back on. Not to mention Ultra Girl clearly outpowered her too.

An attractive redhead entered the room, frowning at Barbara before noting to Suzy, "I see the stranger is still here, Tsu-Zana."

"Ambra, you know I prefer being called Suzy," she scolded gently. "And be polite, we shot her through a wall and out into the woods."

"Sorry," Ambra said meekly. She looked at Barbara and noted, "we have a defeathered terran fowl that has been charred in traditional fashion. Would you care to join us?"

"Huh?" Barbara looked at Suzy.

"We have turkey dinner." Suzy laughed. "Ambra likes to play up her alien side, even though she's lived here for years."

Ambra looked amused, "It's fun to see your reactions."

Rather surreally Barbara found herself sharing Christmas dinner with her target and several of her friends. Suzy was warmly friendly, which helped ease the antagonism from her fellows, and it ended up being an enjoyable meal. After Suzy offered Barbara her couch to sleep on, which she accepted. Of course it still left Barbara trying to figure out what to do about her mission, but she decided to wait until tomorrow.

Chjristmas morning came without much fanfare, Barbara awakening to the sound of a crackling fire. There was coffee perking, and she could smell cookies too. She sat up and rubbed her eyes, even as Ambra carried in coffee and set it on the coffee table by the couch.

"We Kree have lost a great deal over the years," Ambra said flatly. "Our empire lies in ruins, our leaders dead, our potential squandered. There is little left to the Kree, other than hope to the future." She looked at Barbara as she whispered, "Please don't take that away from us too."

With that she left Barbara with her coffee and her uncomfortable thoughts, stalking off.

"So, have you decided what you're going to do?" Suzy asked curiously as they walked through town after a lovely breakfast.

Barbara turned to look at her, "Gyrich knows you're here, you know. Even if I don't bring you back he'll send someone else after you."

"I know," Suzy sighed, "we'll have to evacuate the town and scatter, I suppose. I hate to do it, but the people here won't give up on me."

Barbara realized she was ight. Just from what Ambra said, these people would follow Suzy to the ends of the Earth. As they walked an idea began to form in her head, one that was both daring and a bit forbidden. "I think I have a idea," she admitted.

"Do tell?" Suzy looked curious.

**0o0o0o0o0o0o0o0**

"They did WHAT?" Henry Peter Gyrich asked, gazing up in shock at the bloody and battered form of Barbara Monroe. She looked like she had been run through a meat grinder then set on fire.

"There was a alien community hiding in the town that took Ultra Girl captive," Barbara said flatly. "They attempted to capture me, but I managed to free Ultra Girl from captivity. We tried to escape in the jump jet, but Ultra Girl stayed behind to hold them off."

Ironically, this wasn't the strangest story Gyrich had heard. In his years working with the Avengers, the Initiative and with SWORD, he had ran into very strange stuff. "Were you able to identify who took her?" he demanded coldly.

"They looked human," Barbara shrugged, "but that doesn't mean much. I passed on sketches of some of the weapons to the tech boys, they think they're Skrull make."

Gyrich grunted in disappointment. Since the Skrull Invasion back in '10 there was a lot of salvaged Skrull tech out there, including weapons. Having it proved nothing. "Spy camera shots show they destroyed the town down to bedrock," he sad flatly, "the Canadian Prime Minister is up in arms. Your covert mission was a bust, Agent."

"Sir," Barbara stood at attention, like a good soldier.

Gyrich sighed softly. "Get cleaned up and have the medics look you over," he ordered, "I'm sure you have public appearances as Miss America to deal with."

"Yes Sir," Barbara saluted then turned and marched out.

Gyrich sighed as he rubbed his eyes. He had been hard on her, but you needed to be firm with agents like this. Especially superhuman ones, since they were so hard to control. Back when Barbara had been first considered for US Agent he had advocated more complete conditioning, but he had been overruled. Now, he wondered if he had been right.

'Did she lie?' Gyrich wondered as he studied the files. They had footage of her capture, her escape and the destruction of the town. On the surface, her story held up. So why was something bothering him?

Sighing again he summarized the report and sent it off. 'Let the President deal with it,' Gyrich decided, rolling his wheelchair away from the desk. It was nearly new years, and he had some serious drinking to catch up on.

To be continued...

Notes: I wanted to 'soften' Barbara a bit, show her having a bit of a compassionate side. Of course, this may bite her on the ass later. Heh. Ultra Girl is a canon Marvel character, who's mini-series set up the idea of her being a Kree savior. It hasn't been followed up in the comics, so I dealt with it here.


	18. New Team

Initiative 2028 New Team

There were times when President Valera Richards waned to track down some of her predecessors in the Presidency and have them shot. She had thought she was aware of the cynical dirty dealing, black ops and black budget projects that the government run, but actually ascending to the Presidency had opened her eyes to untold amounts of filth.

Ezekiel Stane and Valera were in the hidden military facility not far from Area 51, a research and development base for advanced military technology. It had existed since the 50's, but had been repurposed not long after Iron Man first debuted. The federal government wanted it's own Iron Man armor, and had assigned the people here to build it.

It didn't go well.

"So, why are we here again?" Ezekiel asked impatiently.

Valera gave him a frown, but he just ignored it. They reached the lift as she said, "You're a expert on cyborgs and armor technology. The project here does both."

"Oh?" Ezekiel smiled. "I read the files... mostly," he admitted.

Valera fought down the urge to grind her teeth. "Hammer Industries, Cordco and several other defense contractors worked to try to replicate Stark's technology. This became more urgent when the Russians deployed powered armor too." she explained as they took the elevator down into the base.

"A classic arms race," Ezekiel agreed.

"Sadly Stark had managed to make a major leap ahead in technology, and they couldn't catch up. Worse, more than one of the tests nearly killed the pilots," Valera said grimly.

"I saw footage," Ezekiel agreed, "it'd be funny if it weren't so tragic."

As they talked they left the elevator, having arrived at one of the lowest points of the base. After passing through checkpoints they went into a sophisticated medical wing, eventually reaching a chamber with a cryogenic storage tube. Within it floated a woman, or at least what was left of her. The main part of her torso, one arm and the head were there, the rest of her body just... gone. And her body was covered in cybernetics, apparently intended to hook her into machines.

Ezekiel circled the tube, his face disapproving. "This is butchery," he muttered, frowning.

Valera wasn't sure if he was talking about the crude cybernetic surgery or the injuries to the woman, and wasn't sure she wanted to know. "This is Lt. Erica James, the test pilot on what the scientists called 'Widowmaker.' It was one of their first functioning prototypes, but something went wrong," she said.

"The power system blew," Ezekiel guessed, "whatever system they could kludge together to take the place of the ARC reactor."

"Exactly," Valera nodded.

Valera didn't mention some of the darker details. The contractors involved had been terrified of losing their funding over the accident, so they hushed it up. Worse, they didn't get Lt. James to proper medical help, keeping her condition a secret and using resources at the base to keep her alive. Eventually they built cyborg parts for her out of their technology, and tried to pass her off as a intentional creation of the project.

Now called Warbride, the fused Lt. James and her armor still barely matched early Iron Man suits, and funding was cut. Worse, someone high up in army brass buried the whole project, including poor Lt. James too, leaving her to rot in cryogenic suspension.

"So, what do you want to do with her?" Ezekiel asked thoughtfully.

"You're my expert on cybernetics and armor technology," Valera said calmly, "I want her rebuilt, ideally with a body that can pass as human."

"And the armor?" Ezekiel asked.

"I want a new suit built for her," Valera said as she studied the sleeping woman, "something like the Iron Patriot, but state of the art."

Ezekiel looked at the president thoughtfully as he asked, "You have plans for her?"

"I always have plans," Valera shrugged.

**0o0o0o0o0o0o0o0**

Daken Akihiro felt decidedly odd entering the Oval Office of the White House long with several guards. This was not how his missions usually ended, instead he was usually debriefed by Henry Gyrich and sent on his way back to the base in Dreamland. There was always a level of plausable deniability between him and the government, which meeting the President would blow out of the water.

President Valera Richards smiled as he came in, the attractive blond getting up as she said, "Mr Akihiro, it's nice to meet you at last."

Daken noticed how tense the guards were and hid a smile. They had to be having fits, letting someone with his reputation near the President. Interestingly he couldn't scent any ill-will off her, which surprised him a bit. "Madam President," he nodded, "it's an honor."

"Take a seat," Valera waved to a chair, "we have a lot to talk about, Mr. Akihiro."

Daken raised his eyebrows slightly as he sat down across from her and said, "You can call me Daken if you wish, ma'am."

"I'm well aware of what Daken means," Valera answered frankly.

That didn't surprise Daken, though he was faintly impressed that she or her assistant had done the research. "It's fine," Daken waved that off, "I've had the name long enough to get used to it."

"Fair enough," Valera agreed. She looked at him thoughtfully as she asked, "Why do you think I asked to see you?"

"I assumed fall out from the failed mission to Madripoor," Daken shrugged, "thought I suppose you could have Gyrich quietly sanction me for that." He noted Valera's calm reaction to that, and filed it away. Clearly the young woman knew what her minion was doing in her name. Interesting.

"You shut down the Weapon X operation there, which was your primary goal," Valera said as she met his eyes. "Besides, I've done my research on you, and I felt pretty certain which way you'd jump."

Daken could control his reactions pretty well, so he didn't even flinch at that comment. 'Does she know I destroyed the Weapon X data?' he wondered. "That's good," he said, "because there's days I don't even know which way I'd jump."

"Fair enough," Valera nodded. She sat back, "You were a part of Norman Osborn's Avengers."

"Not one of my better decision," Daken said casually, "but the pizza was good."

Valera bit back a chuckle. "I have, up until recently, not wanted to form my own team of Avengers," she said, admitting, "that may have been a mistake."

"Because of Stark and Rogers being free?" Daken asked, "Or are you concerned with your team being tainted by what Osborn did?"

"Bit of both," Valera admitted, "if I found a team, both of them can publically declare my Avengers aren't legitimate. And the last government formed Avengers didn't end well."

"But now you're considering doing it," Daken said, "and I assume I'm involved?"

"Yes, in fact I'd like you to be second in command," Valera said calmly.

THAT startled Daken a bit, though he recovered fast. "That would seem like a very poor decision, considering my past," he said honestly.

"Yes and no," Valera said. "Yes, you did bad things before you faked your death and dropped off the grid," she said, sounding FAR too knowledgable for Daken's comfort, "but since then, you've made a serious effort to play on the side of the angels."

"Does working for you count as being on the side of the angels?" Daken drawled.

"Not really," Valera surprised him again with her self-honesty, "I know I'm doing things that are morally questionable, and as they say the road to hell is paved with good intentions."

"Damn right," Daken agreed. He studied her thoughtfully, "You're not going to use the same sort of nuts Osborn used?"

"Thankfully, no," Valerta said, "I have a former Airforce officer to be my Iron Patriot, Ms America has agreed to join, and I have people scouting possibilities."

"Good," Daken nodded, "but you're still going to have some backlash calling your group Avengers." He paused as a idea occurred to him, "Do you have a list of team names for the Initiative? I wanna check something."

**0o0o0o0o0o0o0o0**

A few weeks later and Valera Richards prepared for the press conference. Well, more like debut. It had taken that time to gather the recruits they needed, and to tweak the vision of the team Valera had. She was impressed by how... enthusiastic Daken had been in shaping the team, though she was wary of him manipulating her. But his suggestion had been good, and it side-stepped some of the problems she envisioned with adopting the Avengers name.

There were also issues with her 'inner circle' to deal with. While Ezekiel was behind the idea, Gyrich felt she was usurping some of his power, and Valera had to step on him firmly. Kristof was also unimpressed, but wasn't actively opposing her. And of course Phoebe was playing both side to her maximum advantage.

'As usual,' Valera sighed. As useful as her allies were at times, she was beginning to think she was going to have to take steps.

Jessica Hudson hurried up to Valera, the older redhead looking slightly tired from her efforts the last few days. "The team is read and the reports are waiting," she said.

"Thank you," Valera said with a smile, "has Molly Hayes been out there entertaining them?"

"She's charming as ever," Jessica agreed.

The two women headed up to the stage, pausing only to talk to a few of the assembled heroes. Daken looked faintly uncomfortable in the brown and tan Wolverine uniform, but he was managing, Miss America was as cheery as ever, smiling as she helped ready her teammates for the media.

The new Iron Patriot was standing off to the side, her faceplate up as the brown haired woman stood off to the side a bit. Commander Erica James of the US Air Force looked like she had recovered from the shock of being frozen for nearly a decade, or possibly she was hiding it under military reserve. Either way Valera had a psychiatrist seeing her, and she was fairly confident in the woman's stability.

"Commander," Valera smiled up at her, "ready for your debut?"

"Ready and able, ma'am," Erica nodded. "And... thank you. Recieving my back-pay and a promotion, along with everything else..."

"Glad to help," Valera said honestly.

As Valera reached the podium the crowd of reporters murmured, then quieted down when they realized she was about to speak. "Ladies and gentlemen of the press, there has been a rumor that I am going to announce the formation of a new Avengers team," she said. As excited whispers started she continued, "That rumor is false."

Maya Hawk waved her arm, "But Initiative agents appear to be recruiting powerful heroes in the United States. Can you comment on this?"

"Miss Hawk, how's the talk show?" Valera smiled at the interrupting woman, knowing it had been cancelled. Maya flushed with embarassment as Valera continued, "To be honest, I have come to the conclusion that the Avengers as a concept are rather outdated."

As the news media looked on Valera continued, "I mean, look at the name: Avengers. What they do, in essence, is avenge crimes committed. They're reactive, only coming in after a crisis has begun to hopefully try to contain the damage. That's not what the world needs, now."

The curtain concealing the back of the stage came down on cue, revealing the heroes behind it. The Iron Patriot, Wolverine, Miss America, Spider Woman, Lady Thor, A-Bomb and Nightkawk stood ready, posing as cameras flashed.

"What America needs," Valera smiled, "is the Defenders!"

To be continued...

Notes: I suppose you could call them 'Dark Defenders' if you like. Heh. My original plan was to have Valera launch a Avengers team, but after some thought I decided that wasn't really in character for her. And the canon Defenders have had a long time rivalry with the Avengers which makes a interesting symbolism. The armored heroine is an idea I had for a Iron Man character, but I couldn't figure out how to work her in a existing story.


	19. Scourge

Initiative 2028

Scourge

It was hard to determine the first sighting. Supervillains, even b-list or c-list villains, made enemies, so them killing each other wasn't that unusual. The first confirmed sighting was at a arraignment hearing for the OX.

OX was standing with his lawyer, the bulky, superhumanly strong man in chains as he listened to his lawyer drone on. He had killed ten men on his last escape, but he was pretty sure he could apply to be a Thunderbolt. That might get him off the lifer list, and maybe even get him a chance to break out.

Still contemplating his future OX was startled when the window blew in on the far wall. The man in white burst in, levelling a oddly built, custom rifle, then punched armor piercing bullets right through OX, killing him almost instantly.

"Justice is served!" he declared as the masked man dropped a gas bomb, filling the room with smoke as he escaped.

The second strike was later that day, across the country in LA. A mutant supervillain named Euphoria was being moved from local jail to a federal prison. She had the ability to stimulate people's pleasure centers f the brain. Her primary use of it was to bliss out a target, then murder them.

The sexy blond tried to wiggle her ass at a armored guard. "Hey, honey, take this damper off me, we'll have a GREAT time,"

"Yeah, no," he said dryly, "I saw the bodies of the last people you gave a great time to."

"Oh, poo," she pouted cutely, Euphoria trying to play up her helpless damsel looks. If she could get just one of these idiots to get the dampers off her, she could bliss them all out and escape. And possibly cut the throat of the bitch turning her down.

The sniper bullet fired almost silently, but Euphoria's head exploding into red mist really got attention. There was shock and panic, but a CSI team quickly figured out where the shot came from. Investigators found a professionally set up sniper's next, and a note.

'Justice is served' it said simply.

The Thunderbolts Initiative was run by the federal government as a official program to rehabilitate supercriminals, based out of the advanced prison the Cube. They used hard cases to take on missions for the government, and didn't care too much about possible casualties. Civil rights groups and advocate for prisoners screamed about it, but no one was willing to push to shut it down.

The explosive device was shipped in with the laundry, of all things. It detonated beneath the facility, and went up with a near-nuclear explosive force. Casualties were near total, though a unusually convenient 'emergency' out in the parking area got most of the staff out before the explosion.

Investigation the next morning found graffiti painted on one of the surviving walls. 'Justice is Served,' it declared boldly.

**0o0o0o0o0o0o0o0**

The SHIELD Hellicarrier hovered above New York City, concealed by a layer of artificial cloud bank. The main Carrier of SHIELD was almost always mobile, cruising above North America and even going to Europe and the former Russian states as needed. They kept moving for two reasons: to keep an eye on international hotspots, and to present less of a target.

'I'm sure terrorists would love to shoot down a Hellicarrier,' Maria Hill mused as she headed into the command deck, 'It would make someones reputation.'

"Commander on deck!" a officer yelled.

"At ease," Maria growled as she strode by, heading towards the office in the back where her guest was waiting.

Maria Hill and Carmilla Black had a... awkward working relationship. In theory, Maria Hill was the head of SHIELD. But SHIELD relied almost exclusively on the United States both for funding, soldiers and technology, and Carmilla had the ear of the President. In fact, the young woman was the defacto liaison between SHIELD and the Oval Office. Which meant that for a junior agent, Carmilla had a lot of power.

"Commander," Carmilla stood, saluting with just a short delay to signify she didn't completely respect the other woman.

"Agent Black," Maria responded, deliberately not using her special 'liaison' title and snipping right back at her.

Carmilla pressed her lips together, but let the jibe pass. "Have you gotten the latest update on the terrorist attacks?" she asked instead.

Maria calmly went around to her desk, sitting down before answering and letting the girl know she was not in charge. "Yes, I have," she answered, "in fact, we at SHIELD think we know who we're dealing with."

Carmilla looked interested, "Already? It's barely been a day."

Maria smiled coldly, wondering if Black had even tried a search on her own. A simple data trawl was all it had taken. "I'll pass a full report on to the President, but would you like me to summarize?" she asked coolly.

"Please do," Carmilla pulled out a seat without asking and sat opposite from Maria.

Maria ignored that slight, but added it to her mental list of things to punish the girl for. "The phrase 'Justice is Served' was used as a calling card by a organization of vigilantes calling themselves Scourge of the Underworld."

Carmilla clearly wanted to claim she knew about them, but couldn't quite manage the lie. "Who were they?" she had to ask.

"According to Captain America," Maria said, "they were a covert society of victims of crime. They donned matching masks and costumes, and set out to execute convicted costumed criminals who had successfully escaped punishment for their crimes."

Maria continued, "Cap successfully tracked down the founder of the Scourges, a man who claimed to be the World War Two hero the Angel, and shut them down. Supposedly."

"Oh?" Carmilla asked patiently.

"Cap had his doubts about the man being his WW2 war buddy," Maria said, "and apparently factions of the Scourge organization lived on. The Red Skull financed one group to kill targets he wanted eliminated."

"So someone has revived the Scourges as a terrorist organization," Carmilla noted flatly.

"I'd argue about them being terrorists," Maria said dryly.

"They launched coordinated attacks on federal offices," Carmilla said flatly, "the president considers that terrorist activity."

Maria nodded slightly. Not agreeing, necessarily, but conceding the point. "There's one other thing about all of this that concerns me," she added.

Carmilla saw the look on her face and asked, "I'm not going to like hearing this, am I?"

Maria smiled wryly, "When Cap fought the Scourge, they mostly just gunned down targets and fled. These Scourge are using military tactics and, if the Cube attack is any indication, they have military ordinance too."

"Oh crap," Carmilla sighed.

**0o0o0o0o0o0o0o0**

Reading the news and seeing the reports from SHIELD Daken Akihiro got a nasty feeling about these Scourge agents. The tactics, the methods... it all felt kind of familiar to him. He had a good idea who might be behind this, even running the group. And Daken was pretty sure these guys would be targeting HIM eventually too.

Now, Daken could have just told SHIELD, but there was something personal between them. Besides, he didn't exactly disapprove of what the Scourge group was doing So instead he told his boss in the Defenders he was taking a week's leave, then set out to be as visible as possible in and around New York City.

It took about two days for someone to hit him, and his attacker was pretty smart. A rocket powered grenade blasted Daken into a dead end alley, away from civilians. The white clad agent then rushed in with acid, dousing Daken in it in a attempt to finish the wounded man off.

Once upon a time, that might have killed him, but Daken's healing factor had only improved with age. He let the kid get close, playing possum, then grabbed him, disarming the kid with rapid blows, sending weapons flying while not hurting him. Much.

"Oh god," the man whimpered and wet himself.

Daken made a face, even as his body stitched itself back together. Being gut-shot hurt, damn it! He hauled the kid to his feet as he growled, "Tell your boss I want to see him."

"Why should I...?" the man managed.

"Just pass the message along," Daken ordered, then just walked away.

Daken then spent the next two days following a standard route around the city, stopping in at certain shops and eateries regularly. It made his shoulder blades itch to make himself a target, but he also knew he would be contacted by the Scourges. Probably. Assuming he was right about the leader. If he was wrong, he'd end up a smear on the sidewalk.

The tea house was in a mostly Asian part of the city, and thankfully hadn't fallen to the otaku and staffed by cute, giggling maids. Instead it was a serene, almost sombre place, where tea was served formally and drank quietly.

Daken cradled a cut, drinking, then put it down as the grey haired man entered. He was a old man, with the sense of long years and a lot of miles walked, but he still moved like a fighter, and he had managed to retain a fair bit of muscle. He moved to the open space beside Daken and eased himself to his knees, wincing a bit.

"Did you have to pick a tea house?" Frank Castle, once known as the Punisher, asked crossly, even as a server came up.

"I did go to the Opera and a restaurant," Daken shrugged, "you had options."

Frank grunted. "How did you know it was me, running the Scourges?" he asked as they were served more tea.

"Gut instinct and how they've been running ops," Daken admitted, "it's not obvious, and I dunno if SHIELD have twigged to it. No civilian casualties, minimal property damage and careful targeting. All just like how you did the Punisher gig."

Frank nodded slightly. Sipping a bit of tea he asked, "You wanted to see me. Why?"

"I'm sort of tangled up in this Defenders gig," Daken said calmly, "if your people want me, try to take any shots at me away from them." He shrugged, "Other than that, do what you have to do."

Frank gave him a odd look. "No saying you've reformed?" he mused.

Daken shrugged slightly, "We both know I've done things you don't get forgiven for."

Frank finished his tea and got up. "I'll keep it in mind," he said. Quietly he added, "Thanks for sparing the kid who went after you. You didn't have to do that."

Daken watched him go, then puffed out a breath. Even at nearly a hundred years old... Castle still scared the hell out of him.

To be continued...

Notes: The Scourge of the Underworld is in fact a canon Marvel character. Or group, if you wanna look at it that way. They were a method one writer of Captain America used to get rid of a bunch of C-list villains. I liked the idea, so I dusted it off...


End file.
